Orihime Vs Zanpakuto
by whackybiscuit
Summary: Sequel to Ichigo Vs Fempakuto. While Ichigo is fighting Muramasa and Byakuya, Orihime has her own misadventures with the rogue Zanpakuto. OrihimeXMulti!
1. Orihime Vs Hyorinmaru

Orihime Vs Zanpakuto  
Chapter 1: Orihime vs Hyorinmaru

 **A.N.: Because I'm tired of genderbending for the time being, I've decided to have Orihime have some of the fun with her own Versus series. And yeah, I'm well aware that people are iffy on Orihime having sex with anyone besides Ichigo but I say to hell with convention. This is sort of a tie-in for** _ **Ichigo vs. Fempackuto.**_ **Obviously, since Orihime never was in an actual fight, Yhwach notwithstanding, I'm gonna play fast and loose with her powers. Please R &R.  
Disclaimer: I don't own Bleach.  
Warning: Lemon!**

 _ **During the Zanpakuto Rebellion….  
**_ **Rukon Forest**

Orihime calmly walked down the forest trail, looking left and right for any sign of her friend, Ichigo. Against Uryu and Chad's wishes, Orihime had entered Kisuke's Senkaimon in the hopes of helping Ichigo and Rukia, whom she was concerned for since she hadn't recovered from her grievous injuries before leaving. However, Kisuke had accidentally caused her to land near Kukkaku's house instead of inside the Seireitei so after filling her in on what was going on she set off to go help Ichigo when she felt his spirit energy in the distance.

Except now she was totally lost….

"Ichigo…where are you?" she murmured. Looking around, she followed the trail and listened to the tranquility of the forest, the moon hanging in the sky. She had never explored the Soul Society on her own so she was a little scared but steeled her nerves. She'd trained hard and knew she could hold her own in a fight now.

After walking for about an hour she suddenly felt someone's spiritual pressure. Turning to its direction, she headed for the source. If felt familiar but at the same time it was foreign, which confused her.

Orihime found herself in the middle of a rocky cliff, seeing many stone spires sticking up out of the ground. "What was that?" she wondered. "I'm certain I felt something…."

Only when she felt a sharp chill did she turn around and gasped. Behind her was a giant ice dragon! Her hands went to her hairpins just in the nick of time. "Santen Kesshun!" Her triangular shield was summoned just as the dragon charged at her. Orihime braced herself as it crashed into her shield, sending shards of ice everywhere. "That looked like…."

"Who are you?"

When Orihime turned around she gasped at the figure floating in the air. She had seen bizarre Soul Reapers and Arrancars but this person was by far the strangest. He was a surprisingly handsome man with a white X-mark across his face, clear, emerald eyes and long aquamarine hair. He wore a blue kimono with a dark blue chestplate underneath along with two star-like clips attached by a rope. What was the most shocking was the fact that his hands and feet were completely covered in ice. "Who…" Orihime stammered, trying to figure out who this person was. "Who are you?"

"I believed I asked you first," the stranger said, his eyes boring into the girl.

Nodding, Orihime answered. "I'm Orihime Inoue. Who are you?" she asked again. ' _His appearance and spiritual pressure…it's almost just like-'_

The man turned his head as he stared at the girl. She was not wearing a _shihakusho_ but instead wore a human shirt and skirt. "You don't look like a Soul Reaper," he wondered.

"I'm not." Orihime looked the man up and down and blushed from his heated stare. Her bare legs shivered from the cold that this man produced. "Who are you?" she asked once more.

But the man shook his head. "I have no business with you. You are no Soul Reaper. Therefore you are not my master." He turned around and was about to leave when Orihime called out to him.

"Wait!"

Turning back around, the stranger looked at Orihime with annoyance. "What is it now?"

Orihime stared at the man. 'You…you don't know who your master is?"

"Yes," the man said nodding. "I have no memory of my master. I do not even know my own name," he said with a hint of sadness. "Obviously, if you're not a Soul Reaper then you cannot be my master."

Orihime's eyes almost misted with sadness. To her it was so tragic. This man seemed so lonely…. "I'm sorry…."

But those sharp emerald eyes soon glared with anger. This man didn't like the strange girl; he may have no name but he certainly didn't like being looked at with pity. "You seem to be under the impression that I'm someone to feel sad for. A foolish mistake…." Before Orihime could blink, the zanpakuto had his sword in his hand. But Orihime also noticed something odd. _'His sword…it looks familiar….'_

The man's lips moved but no sound came out. But even though to Orihime it sounded like he did nothing, something certainly did happen as more ice dragons appeared behind him. Orihime summoned her shield once again and blocked the first strike as it slammed into it. Seeing another dragon zoom in from the left, Orihime, feeling scared but taking her chances, jumped off the cliff. As the dragon smashed into the side of the cliff Orihime fell and fell. However, experience has taught her wisely and she summoned her shield, landing on it softly. When she looked up she saw one more dragon speeding toward her and readied her hairpins.

"Koten Zanshun! I reject!"

A large blur erupted as Tsubaki was unleashed. The man raised an eyebrow as his dragon was destroyed from the attack. Orihime leapt off her shield onto a rocky plateau jutting out of the ground and ran as fast as she could. But she was no match for the speed of the mysterious zanpakuto, who flashstepped in front of her. When he swung his sword at her Orihime blocked with Santen Kesshun again. The shield cracked when the man's sword slammed against it but to the zanpakuto's surprise it held. Narrowing his eyes, the man stared at the strange girl. "It seems that you're no ordinary human. Very well then." Orihime braced herself as he pointed his sword at her again. Thunder cracked above the two as the sky darkened.

Suddenly it felt like Orihime was in the middle of a blizzard, snow and icy wind swirling around her. It became clear to Orihime now more than ever: This was Toshiro Hitsugaya's zanpakuto: Hyorinmaru. "Wait!" she pleaded as the man swung her blade again. It was clear to her that she had to fight; otherwise she'd end up dead at the hands of her friend's zanpakuto. "Koten Zanshun!"

Tsubaki charged at the zanpakuto, ready to cut him in two. Over the course of Orihime's training with Rukia, she'd increased the power of her offensive capabilities so when Tsubaki slammed against Hyorinmaru's blade it pushed him backward…for about ten seconds before he swatted it away. Orihime hugged her arms as the cold started to get to her.

Hyorinmaru swung his sword at the air in front of him. "Guncho Tsurara." Daggers of ice shot out of the space where Hyorinmaru slashed the air. Though Orihime brought her shield up to block it, he appeared on her right and threw more. Orihime screamed as she braced herself, feeling the daggers tear her shirt and skirt, hurting her arms and legs though thankfully the daggers didn't hit anything vital. Struggling to her feet, the chilled Orihime summoned her sprites again but it was too late.

"Ryusenka."

A wave of ice sent Orihime flying. "Ahhhh!" she screamed before she was sent off the side of the plateau. Landing on her shield once more, Orihime decided it was best to flee. After practicing with Rukia, Orihime had learned to use her shield as a transport and started to fly away. Orihime looked down at her clothes, now torn and shredded. She quickly healed her injuries and flew past several pillars of rock before Hyorinmaru appeared in front of her. "Why are you doing this?" she shouted, not knowing what she'd done that warranted him to attack her.

Hyorinmaru stopped when he saw the hurt look on her face. That was a pretty good question. Why _was_ he attacking this girl? Chalking it up to his ego, Hyorinmaru took a deep breath and lowered his spiritual pressure. The storm around them ended and the stars started to poke through the sky. "Forgive me," he apologized, floating down to the ground. "I acted rashly. Still, you are a very curious Human. Very few can say they fought me and live."

Hopping off her shield, the battered Orihime smiled at Hyorinmaru, glad that their misunderstanding was over and she could feel warmth in her arms and legs again. "It's fine. I'm sorry if I made you mad." She looked down at her clothes and frown. "Oh dear…." She reached for her clothes before turning to Hyorinmaru. "Um…could you turn around, please?"

"What for?" the man asked out of curiosity.

"Well, you see…I need to repair my clothes but it's much faster if I can see where the tears are to fix so I need to take them off…." She looked away embarrassingly, not wanting to stand before the man, a very handsome man, mind you, in tattered clothes, let alone naked.

"I see. Very well then…." Turning around, Hyorinmaru closed his eyes and crossed his arms. "Proceed."

"Thank you…." Taking off her clothes, Orihime put them all in front of her on the ground and summoned her sprites. "Sōten Kisshun. I reject." Her torn clothes were slowly fixed from the damage that Hyorinmaru caused. Because she was so silent, Hyorinmaru figured she was done after about thirty seconds. Without asking her if she'd finished, he naively turned around….

Standing in front of him wearing nothing but her panties, Orihime was fixated on the task at hand but Hyorinmaru became captured by her stunning beauty. He always disregarded Haineko's flagrant attempts to seduce him but here standing before him stirred feelings inside of him he never knew. Her skin almost shimmered in the moonlight and her breasts were much bigger than he'd expected them to be, her legs slim and elegant. "You're…."

Looking up, Orihime was horrified to see Hyorinmaru staring at her in her birthday suit. "Oh my goodness!" Breaking her concentration, her barrier faded as she covered herself with her hands. "I didn't say I was done!" She looked away, feeling ashamed. When she looked back at Hyorinmaru after a few seconds, she saw that his cheeks were pink. "Um…what is it?"

Finally it dawned on the man that looking at a girl while she was standing in the open almost naked wasn't the brightest move. "Forgive me," he said, turning away. He was a zanpakuto of snow-and-ice and yet…his blood had never felt more on fire than right now. "I was just surprised. You're quite beautiful…."

Now it was Orihime's turn to blush. "You really think that?" she asked. She'd been hit on by Chizuru constantly but she had never been told by anyone else, save for Tatsuki and Rukia, that she was beautiful.

"Yes." The man turned back to her and again he was captivated by Orihime's beauty. "Though I have not been in this world for long, you are the most beautiful woman I've seen." He walked forward toward the girl, his own emotions leading him on. "You're strong, beautiful and empathetic," he said admiringly, not stopping until he stood in front of her. "You almost make me wish you were my master."

Orihime looked up, her blush deepening when she saw him staring down at him with longing eyes. She could feel his loneliness and despite his heated gaze she did indeed feel sorry for him. "You said you didn't know your name?"

"I did."

Orihime smiled up at the man with happy eyes and took hold of his icy hand. "I saw your techniques and your sword earlier. I know who you are. Your name…is Hyorinmaru," she said softly.

The newly rechristened Hyorinmaru mouthed the name and knew it to be true. This strange and yet alluring girl had given her his name back. Cupping her chin, Hyorinmaru lifted her head up and leaned down, his joy adding to the emotions he was feeling towards this girl. "Thank you, Orihime…."

Orihime's eyes widened to their very limit when Hyorinmaru kissed her. She'd never imagined her first kiss ending up like this, always wishing it would be Ichigo. She should have been repulsed by the man's action and pushed him away. And yet… and yet….

She liked it. His words had touched her heart and she could sense his longing. Despite being an ice zanpakuto his lips were so warm. She no longer felt ashamed being nearly naked in front of this man, running her hands through his long blue hair. When Hyorinmaru pulled away he turned to the side with a huge blush on his cheeks. "I'm sorry, I…I could not contain myself."

"It's alright," Orihime said, her heart fluttering. She knew this wasn't love but being kissed by Hyorinmaru had opened up something inside her. "Can I…kiss you?" she asked, suddenly feeling the need to have his lips against hers once more. When Hyorinmaru nodded, she leaned forward and kissed him again. Hyorinmaru wrapped his arms around the girl and pulled her close as they kissed. Her hands gripped the folds of Hyorinmaru's kimono and she sighed as pulled away, blood rushing to her face. Hyorinmaru went back for thirds and kissed her one more time, this time with more passion. Sweat began to bead down Orihime's naked back as his cold hands ran up and down her body. His tongue slipped inside her mouth and played with her own, leading the kiss to become sloppy and lewd. By the time they parted Orihime was dazed and panting for air, her mind unable to stop the dirty ideas coming to it. With shaking hands she reached for the tie to his kimono.

Hyorinmaru didn't stop her as she undid the tie, shrugging out of his kimono as the tie came undone. As he began to unstrap his chestplate and pulled it away Orihime's blush deepened. The man was certainly far more built than she'd thought. The rush of blood to her head intensified when he began to pull down his pants. She'd never seen a man naked before and Hyorinmaru wasn't just built. He was…big.

The naked man pulled Orihime towards him, her breasts pushing into his chest, as they kissed once more, his icy hands running through her long, orange hair. "Mmmmmh…" the two moaned into each other's mouths. Feeling Hyorinmaru's length rub up against her stomach, Orihime's mind once again started to whisper dirty thoughts. Breaking the kiss, Orihime got down on her knees and stared at the man's cock. ' _It's…so big….'_ she thought as she stared. Gulping, she reached out and touched it, gently wrapping her fingers around it. Hyorinmaru simply stared in fascination as the girl began to stroke him, not taking his eyes off the girl. After a minute Orihime became emboldened by her sensual actions and started to quicken her handjob. ' _It's…so hard and hot….'_ She didn't understand how Toshiro's zanpakuto could be an ice-type and yet be so hot to the touch.

"Ohhhh…" Hyorinmaru moaned. He'd no knowledge of any sexual acts but he didn't want Orihime to stop, having never known pleasure like this. His eyes closed as his head tilted back, feeling the girls hand glide across his cock.

Hazel eyes stared at Hyorinmaru's cock as pre-cum started to drip from the head. Smearing it with her thumb, Orihime's curiosity got the better of her once more. Leaning forward, she stuck out her tongue and licked the head, swallowing the dollop of pre-cum that coated her tongue. ' _It's…so sticky….'_ Wanting to taste more, Orihime wrapped her lips around the head and began to suck Hyorinmaru off. The zanpakuto's hands went to her head as she gave him head, her mouth bobbing up and down. ' _It tastes so good…'_ was the thought that ran through Orihime's mind as her unusual taste buds savored the taste of man.

"Ahhhh…" Hyorinmaru groaned. He didn't want Orihime to stop. He was so close. "Orihime…here it cums!" he groaned, his teeth clenching.

White cum flooded Orihime's mouth as Hyorinmaru released his load. Orihime swallowed the sticky and bitter treat but Hyorinmaru shot out so much she couldn't hold it all in. When she pulled back and took her mouth away from him, she stroked Hyorinmaru's cock and felt the last strands of cum shoot onto her chest. "It's so hot…" she gasped after swallowing the spunk in her mouth. Scooping up the remaining cum with a finger, she eagerly devoured the treat before sticking a hand in her panties, rubbing her dripping maidenhood. When she looked back at Hyorinmaru's manhood she saw that it was still hard despite the huge load he'd shot out.

Spreading his kimono out to make a makeshift blanket, Hyorinmaru picked Orihime up gently and laid her down on top of it. When his hands grabbed the hem of her white panties he looked up, asking for permission. Orihime nodded and put her legs together, letting him slide off her last article of clothing with no resistance. She shivered as his icy fingers delicately trailed down her front, the girl taking deep breaths as he stared at her bare snatch, her pink lips dripping from all the sensual acts, crowned by a tiny patch of burnt-orange hair.

As Hyorinmaru lay on top of her, the man cupped her breasts, fascinated by her large bosom. "Ah!" Orihime gasped as Hyorinmaru leaned down and licked her breast, his pink tongue circling her hardened nipple. Her legs rubbed together as he switched from one tit to the other, the heat in her chest making her head spin. "Ahhhh…." Her arms wrapped around his shoulders and she hugged him as he leaned forward and kissed her. Shivers shot up her spine when she felt the head of his manhood rub against her folds, knowing what was about to happen but not wanting it to stop. Spreading her legs, she wrapped her arms around Hyorinmaru's neck and prepared herself.

A deep kiss was shared between Orihime and Hyorinmaru as he pushed into her virgin flower. Orihime held onto the man like it was the last day of her life as his head slipped in. Thanks to sparring with Tatsuki at the dojo she had no barrier to tear but she was still a virgin nonetheless. Hyorinmaru stared down at Orihime, watching with concern as a tear leaked down her face, her expression scrunched with pain. Gently wiping the tear away, he soothingly caressed her cheek while still pushing into her core, trying to ease the girl's pain. He pushed until he was fully inside her, the tip of his cock just shy of touching her cervix, and waited. After several seconds of taking deep breaths, Orihime nodded. "Ahhhh…" she groaned as she felt him pull out, the burning need inside her growing.

Deciding to try to make it more comfortable for her, Hyorinmaru shifted positions, laying on his side next to her and lifting up her leg. He watched as Orihime's mouth opened up to let out moans when he pushed in and out of her. Orihime's wet hole became wetter as she gripped his cock with her tight muscles, the man moaning in pleasure. When Orihime turned her head to face he cupped her cheek. "You're so beautiful…" he moaned.

"Hyorinmaru…."

The zanpakuto had no idea what his name was an hour ago but now he wanted her to say it over and over again. Orihime lifted her leg up higher, letting him slide in deeper. Hyorinmaru listened to Orihime as her cries of pain and groans morphed into moans of unadulterated pleasure, the night sky filled with a symphony of lust. Orihime put a hand on her breast as she felt Hyorinmaru slide in and out of her pussy, having never known pleasure like this before. When his hand looped around her raised leg and started to rub her clit, she threw her head back and cried out in ecstasy. "Ohhhh! It's so good!" Rangiku had told her that sex felt good but she had no idea how good it could feel. "Hyorinmaru! Oh!" Turning her head back to him, Hyorinmaru and Orihime looked each other in the eyes and kissed again.

Hyorinmaru was possessed by his baser instincts. He wanted to feel every inch of Orihime's body, to hear her voice trail higher in higher with her moans. His hand left her clit and went to her breast, squeezing it gently as he fucked her faster, his thrusts shaking the girl in his arms. "Ah! Oh! Yes! Yes!" Orihime moaned, the knot in her stomach coiling with each thrust.

The virgin Human and Zanpakuto were close to climax as the minutes of pleasure ticked by. Both of them never knew the pleasures of the flesh, so they were unprepared for the end when it came for them. Hyorinmaru squeezed his eyes shut as her walls continued to clamp down on him, his sensitive head touching the entrance to her womb. "Orihime…" he moaned, holding the girl tightly as he felt a feeling like he'd never felt before hit him. Grunting, he pushed into the girl as deep as he could and threw his head back. "Ohhhh!"

Orihime's eyes rolled into the back of her head as her womanhood was filled with cum, her lower half melting. The sensation of having another man cum inside her sent her over the edge. "Oh! Ohhhhh!" she moaned, her back arching as Hyorinmaru held her, his hands roaming her sweaty body. "Ah! Yes! Hyorinmaruuuuu!" Orihime's vision suffered a complete whiteout as she climaxed and her body felt light, as if she was having an out-of-body experience. Her head rested on Hyorinmaru's chest as he pulled out of her, the man running a hand through her hair. "Mmmmhhh…" Orihime cooed, feeling sleep take her as exhaustion set in.

When she came to she opened her eyes and saw Hyorinmaru sitting next to her, dressed in everything save his kimono which Orihime was sleeping on. "Are you alright?" the man asked.

Smiling, Orihime sat up and stretched. "Yes, I'm okay."

Nodding, Hyorinmaru helped the girl to her feet. The girl put her panties back on and went to her clothes when she felt bursts of spirit energy nearby. "What's that?"

"My fellow zanpakuto are attacking the Soul Reapers. I believe they are aiming for Ichigo Kurosaki if I'm not mistaken. Muramasa has told them to capture him."

Orihime had no idea who this Muramasa was but she knew she had to go to her friend's aid. "I need to hurry." She scooped up her clothes and got dressed as quickly as she could, Hyorinmaru scooping up his kimono and dusting off the dirt before putting it back on. "Where will you go?"

"I have my name, but I know not who my master is. I must keep searching," Hyorinmaru explained. Orihime opened her mouth to tell him who his master was but he held up a hand and silenced her. "I know that you're aware of my master's identity, but I prefer to learn it on my own."

"I see…." Orihime walked over to him and put a hand on his shoulder. "Good luck, Hyorinmaru…."

The zanpakuto turned around and kissed her sweetly and put his hand on her chest. Orihime gasped as she saw Hyorinmaru's hand glow white for an instant. When he removed his hand, she saw that she was wearing a necklace in the shape of an icy Chinese dragon around her neck. "That is a tiny portion of my powers that I've transferred to you. It is my way of saying thank you for giving me my name. Goodbye, Orihime…" he said softly before flashstepping away, leaving her on the ground, hoping that he'd find his master.

Sensing more spiritual pressure nearby, Orihime shook her head and ran back into the forest. "Hang on, Ichigo! I'm coming!"

To be continued  
Next Chapter: Orihime Vs. Kazeshini

 **A.N.: Please R &R.**


	2. Orihime Vs Kazeshini

Chapter 2: Orihime Vs Kazeshini  
OrihimeXKazeshini

 **A.N.: NO THIS ISN'T A RAPE CHAPTER SO CHILL!  
Disclaimer: I don't own Bleach.  
Warning: Lemon!**

 _ **A little while later….  
**_ **Rukon Woods**

Orihime found herself running again, trying to search for Ichigo's spiritual pressure. She knew she'd felt it before; it'd been in contact with another person's spiritual pressure, indicating a battle. She found a spot in the forest that had scorch marks, slashed trees and smoldering flames on the grass, indicating that Ichigo had been there not long ago, but there was no sign of him.

The girl put a finger to her chin and tried to think. It occurred to her that she could send out her Shun Shun Rikka sprites to search the area for Ichigo. If they found him, they could make it back to her in a jiff with his location. But she had to dismiss the idea. The rogue zanpakuto still lurked about and she couldn't afford to be defenseless. Still, she looked past the trees and tried to find her friend.

Her hand went to the necklace Hyorinmaru gave her and part of her wondered what he meant when he said he transferred a tiny piece of his power to her. ' _Does that mean I can use a zanpakuto?'_ But again, she dismissed the notion as unimportant. "No, finding Ichigo is the only thing that's important right now!" she told herself, knowing she had to help her friend.

" **I think you've got bigger problems than that, little girl!** "

"Ahhhh!" Orihime ducked as a spinning blade came zooming out of nowhere, the tree behind her getting sliced to ribbons. When she looked up, Orihime was terrified to see another whirling blade coming right at her. The blade narrowly missed Orihime when she rolled out of the way. "Who's there?" she called out, trying to get to her feet. Hearing a whirling sound, Orihime turned around to see _both_ spinning blades coming right at her. "Santen Kesshun!"

The two weapons collided with the shield. Orihime noticed how they looked like bizarre scythes attached to chains before they were pulled back into the darkness of the woods. "Who are you?" she called out again.

Her answer came when the wind picked up. " **Heheheheheheh….** " Orihime gasped and cried out as a tornado appeared in front of her, another spinning blade attacking her shield, as if her attacker was trying to gauge what it would take to break it. " **Not a bad defense. I'm going to enjoy slicing you to bits….** "

It was then that Orihime managed to see the twister bend and curve to form a person. Fear clutched Orihime as she stared at the figure. He looked like something out of a nightmare. The person had the appearance of a devil, with blackish-red skin and long hair. Dark-grey wrappings covered his arms and lower half. In his hands were the wicked scythe blades. A shiver ran down Orihime's spine when she saw the evil grin on his face. "What are you?"

" **Don't you know? I'm a zanpakuto: Kazeshini.** " The dark zanpakuto grinned mercilessly as he pointed his weapon at her. " **And now I'll take your life!** "

Orihime scrambled to her feet and ran. She knew she wouldn't be able to talk her way out of a fight like she did with Hyorinmaru and she did not want to deal with this homicidal zanpakuto.

" **Running away? I don't think so!** "

The scythe-blades came zooming in on Orihime from every direction, forcing Orihime to dodge and leap out of the way each time. She couldn't figure out where they were coming from. Their haphazard trajectories made them impossible to track. "Why are you doing this?" she called out, backing up until she was against a thick tree. Suddenly it felt like she was trapped in a horror movie. The darkness of the woods seemed to play against her and she felt dread fill her.

" **Why? There is no why! I am a zanpakuto whose sole existence is to reap lives!** "

A scream filled the forest as Orihime was suddenly trapped in a whirlwind, black chain binding her to the tree. Kazeshini appeared before her, laughing maniacally as he transformed his hand into a scythe-blade, leering at Orihime like a lamb for the slaughter. Orihime struggled to break the chains and tried to free herself. "Let me go!"

" **Struggle all you want. Your life is mine to reap now! So quit your screaming, because it's time to die, little girl! Ahahahahahah!** "

Orihime concentrated all her willpower into her hairpins as Kazeshini lunged at her. "SANTEN KESSHUN!" Kazeshini 's blade slammed against it, the zanpakuto howling in anger as his kill was denied. Repeatedly he assaulted the shield, attempting to break through it. Not waiting for her only defense to be destroyed, Orihime readied her hairpins again. "Koten Zanshun!" Tsubaki appeared and spun around. "I Reject!"

The sprite cut through the black chains restraining Orihime before turning towards the zanpakuto. Kazeshini blocked the sprite's attack as it barreled towards him, pushing him back. Batting him away, Kazeshini smiled at Orihime, showing his sharp canines. " **Hah! Keep struggling, you fool! This'll only make it more fun when I slice you to ribbons**!"

Kazeshini leapt up into the air and hurled his weapons at her, only to scowl when the girl blocked them. Because she was backed up against the thick tree, coming at her from behind was pointless and he decided to just get up close and personal and rip her to shreds, darting straight for her with blades in hand.

But this time Orihime was prepared. After training with Rukia she now had a few new techniques to her arsenal rather than just her signature three moves….

"Shinten Kōshun!"

" **Hmph!** " Kazeshini scowled when her shield came back up again, though this time it was slightly different. This time it was more curved, with Tsubaki at its center. " **Another shield? I'll tear through it and you with it!** " He swung his weapon and watched it touch the shield…before being blasted by it. " **ARRRRRRGH!** " he screamed, slamming into a tree nearby. " **Just what the hell was that?!** " he barked, glaring at the girl as he picked himself up.

Orihime stared at him with confident eyes. "Shinten Kōshun. It's a shield of defense and offense." She readied her hairpins once more, confident that she could fight this insane zanpakuto.

As Kazeshini stared at the girl, his scowl turned into a grin. This girl was actually putting up a challenge. She was certainly putting up far more of a fight than his master. " **Heheheheheh… I like that look of yours, little girl. I'm going to enjoy watching it melt as I rip you limb from limb!** "

Kazeshini arched his arm back and swung his blade, firing off shadow blades at the girl. Orihime jumped out of a way and decided to try something. Putting her hand on the necklace Hyorinmaru gave her, she felt the small amount of power inside pulse, held out her hand and said the trigger words to it.

"Reign over the frosted heavens!"

From her outstretched hand came a small dragon made out of ice. " **What the hell?!** " Kazeshini gasped, recognizing his comrade's power. The dragon struck his left-handed weapon, encasing it and the chain connecting it to ice. Kazeshini was forced to drop the weapon, which shattered when it hit the ground. Howling in frustration, he hurled his other scythe-blade at Orihime.

When Orihime countered with her shield Kazeshini flashstepped behind her. But Orihime sensed his presence and turned around. She wasn't able to summon her shield in time but she was able to dodge Kazeshini's attack…barely. The tip of his blade ripped through the side of Orihime's shirt, causing her to be left in front of the zanpakuto nude. "Kyahh!" Orihime immiedately covered her chest and shivered from the cold wind that the zanpakuto whipped up from his flurry of attacks. She braced herself for another attack, only to see the zanpakuto standing there, looking away embarrassingly. ' _Huh? He's not attacking me?_ ' His skin was far too dark to see but the zanpakuto's expression told her that he was flustered and embarrassed, his blue eyes darting back to Orihime's chest every few seconds.

What Orihime had stumbled upon was Kazeshini's Achilles heel: he shared his master's weakness for women with big breasts. " **D…damn it! Put a damn shirt on, girl!** " the zanpakuto said, his body shaking.

As Orihime stood there, wondering what she should do, she remembered something that Rangiku had told her a long time ago when she and Toshiro were first starting to stay with her….

 _ **Previously….  
**_ **World of the Living; Orihime's Apartment**

 _"Now listen, Orihime," Rangiku instructed, the girl sitting across from her while her captain was out on patrol. "You're a beautiful woman. And because of that, you've another deadly weapon in your arsenal…" Rangiku put her hands behind her head and struck a pose that would make most men's knees weak. "Your body. Men can't resist an alluring body."_

 _Orihime's ears felt like they were burning. Rangiku had offered her training but she didn't see how THIS counted as training. "What do you mean? I already have my Shun Shun Rikka-"_

 _The crafty lieutenant wagged a finger at the girl and grinned. "Men might be made of stern stuff but even the strongest have soft spots for the ladies. Someday, Orihime, you might be in a situation you can't get out of by talking or fighting." She got up and walked over to Orihime, crouching down and cupped her face, smiling warmly as she took a good look at the girl's curvy body. "When that happens you're best weapon is your feminine wiles. Trust me," Rangiku winked as she put a finger to Orihime's lips, silencing her protest. "The subtle art of seduction can be a weapon mightier than a captain's Bankai, if you've the right body. And Orihime; let me tell you: you've a body that could stop a clock."_

 _"Why don't I give you some pointers…."_

 _ **Back to the Present….**_

 __' _Is this what Rangiku talked about?'_ Orihime thought as Kazeshini continued to avert his gaze and stammer as he stood there, unable to attack the half-naked girl. ' _He can't attack me while I'm naked. It looks like…he's so flustered he can't attack_.' She remembered how Hyorinmaru became enraptured by her and was starting to understand what Rangiku meant when she instructed her in the art of seduction.

Orihime knew that if this fight kept up any longer, the evil zanpakuto would catch her off guard and kill her. Most likely it would be a horrific, gruesome death. Despite her training she knew he wouldn't be caught off guard by her new technique and she had to do something while he was distracted. Swallowing the lump in her throat, Orihime prepared herself for what she was about to do and mentally begged her friends for forgiveness. Standing up she mentally said one final prayer. ' _Sora, please forgive me….'_

If Kazeshini could blush, he would have when Orihime stood up and removed her hands covering her breasts. " **What the hell do you think you're doing?** "

Cupping her large breasts, Orihime blushed as she gave him her best seductive smile. "You like, bad boy?"

Kazeshini stood there, not knowing what the hell to do. This was completely out of nowhere and he couldn't find the courage to cut this girl. This…very hot…very _well-endowed girl._ " **I…you…you…** " he repeated, his mind shorting out from shock.

Taking a deep breath, Orihime walked over to the stunned zanpakuto, shaking her hips seductively like Rangiku taught her. "What's the matter? Cat got your tongue?" she teased as she stood in front of Kazeshini, the latter who was looking way from the girl. Orihime forced Kazeshini to back into a tree, his remaining weapon slipping out of his grasp as she pressed her chest against his. Orihime had to admit, his body was fairly warm despite his dark demeanor. "What's the matter? I thought bad boys liked bad girls?" She started to run her fingers up Kazeshini's side, finding his gasp to be amusing. "Well…am I bad enough for you?" she asked, shaking her booty.

Never in Kazeshini's life did he imagine that he'd be in this sort of situation. When he turned back to Orihime his gaze became fixed to her large bosom pressing up against him. " **I…I...** " Without realizing it he was palming her large breasts, his hands squeezing her soft, firm globes. ' _ **They're so soft….**_ "

Orihime couldn't believe how well this was working. Either she was that seductive or he was that weak against breasts. Still, she knew she had to keep this going before he recovered his rationale. Wrapping her arms around Kazeshini's waist, she continued to grind her body against his sensually. When she felt something poke her leg, she knew what she had to do next. Steeling her nerves, Orihime began to kiss her way down Kazeshini's front, earning a heated groan from the devil-zanpakuto until she reached his lower half, down on her knees.

Kazeshini was a stammering mess as Orihime's hands reached for his dark-grey wrappings, revealing the boner he'd been hiding. Orihime simply stared at it like some exotic animal at a zoo. She didn't know what to expect. It looked like a normal man's dick but it was the same shade of black and red as the rest of him. Shaking off her trepidation, Orihime, feeling the butterflies in her stomach, wrapped her lips around the head and started to give the man head before remembering what Rangiku taught her.

The zanpakuto felt his body melt as Orihime wedged his cock in between her breasts. Orihime gave herself a mental pat on the back when she saw Kazeshini's expression turn from one of shock to one of ecstasy. Leaning down, she licked the tip of his cock as she squeezed her breasts together, feeling the red and black manhood pulse in her vice of cleavage. " **AH! FUCK!** " Kazeshini shouted as he felt ecstasy swarm over him, exploding all over Orihime's face and tits.

Wiping her face clean with one of Kazeshini's wrappings, Orihime stood up and reached for her skirt, taking deep breaths as she prepared herself for what she was about to do. Kazeshini's eyes followed Orihime's hands as she pulled her skirt and panties down, his jaw dropping when he saw her naked pussy. Orihime's face was red with shame but she knew that for her own good she had to keep going.

Emboldened by Kazeshini's jawdropped reaction, Orihime put her hands on Kazeshini's chest and pushed him. The zanpakuto hit the tree before stumbling, falling on his back. " **Just what the hell do you think you're…** " his words died as Orihime mounted him, putting her hands on his chest.

"You like?" Orihime teased. "You want me, bad boy?" Her fingers traced invisible patters on his chest before she lifted herself up. "Mmmmmh!" Orihime bit down on her lower lip as she lowered herself down onto Kazeshini's cock, feeling her pussy be filled once more. "It's so big…." She clenched her teeth to try to suppress a groan as it rubbed up against her G-spot. "Ah!" She looked down at Kazeshini as she rolled her hips, watching as his widened jaw let out a loud moan. She felt Kazeshini's hands go to her waist and took that as her sign to continue.

Kazeshini's eyes became fixed on Orihime's breasts as they bounced, his eyes looking like a vertical game of pong. The girl started to lose herself to the pleasure, bouncing wildly on the zanpakuto. Unable to contain himself, Kazeshini started to thrust up into Orihime's wet snatch, driving his cock deeper. " **Ah! Ahhhh!** " he moaned weakly, his mind fogging up. Because of his inexperience he reached his peak rather quickly. " **FUCK!** " As his nails dug into Orihime's side he glowed green for a minute, his power running wild.

Orihime, bouncing faster and faster as she lost control over her own body, cried out in ecstasy as Kazeshini came inside her, the feeling pushing her over the edge. "Oh! Ohhhhhh!" Her vision grew hazy as she came all over Kazeshini's lap. Her head rolled back and she sighed as her hips slowed to a halt. When her vision cleared up, she looked down at saw two peculiar things.

The first was that Kazeshini had passed out. The pleasure apparently was too much for the psychotic zanpakuto to endure.

The second was the black chain wrapped around her waist. When she put a hand on it she felt Kazeshini's power within. The zanpakuto must've accidently slipped his spirit energy into her while he was climaxing.

Seeing Kazeshini's debauched look made Orihime blush. "Wow…am I really that good?"

Deciding it was a question for another time, Orihime got up and scrambled for her clothes, repairing her torn shirt as quickly as she could before Kazeshini could wake up. Once dressed, she made a mad dash, deciding to head back to the Soul Society to try and find Ichigo there.

…That and a much needed shower.

To be continued  
Next Chapter: Orihime vs Hozukimaru


	3. Orihime Vs Hozukimaru

Chapter 3: Orihime Vs Hozukimaru  
OrihimeXHozukimaru

 **A.N.: I wanna thank Teloch for letting me use the technique Orihime used in his story** _ **Ichigo Awakens.**_ **Thanks buddy. Please R &R.  
Disclaimer: I don't own Bleach.  
Warning: Lemon!**

 _ **A day later….  
**_ **Seireitei streets**

The night came as Orihime ran through the streets, heading for Squad Six. She could feel multiple spiritual pressures clashing and it made her anxious. "Rukia…Renji…Ichigo…please be okay."

She had returned to the Seireitei and ran into Rukia, whom she helped console over the disappearance of her brother. She tried as best as she could to evade the questions over where her new accessories, the blue necklace and the black chain, though she was relieved to hear that Hyorinmaru had found Toshiro and was now back with his master. While she was getting some much needed rest in a room provided by Captain Unohana, she was jolted awake when she felt massive bursts of spiritual pressure and headed out to provide help. She'd left the black chain she'd acquired from her fight with Kazeshini in her room, not wanting to be anywhere near it when she detected his sinister spiritual pressure from within the item.

She neared a corner and heard loud shouting. Hurrying, she rounded the corner only to duck behind it as a group of Soul Reapers went flying by, crashing into the wall. Orihime shivered when she saw how beat up they were and ran to their aid. "Sōten Kisshun!" She quickly summoned her healing barrier and began to heal the injured squad members. "Hang on! I'll heal you guys!"

"Hmph! That wasn't even enough to make me break a sweat!" came a gruff voice from behind.

Orihime turned her head and gulped when she saw the massive figure stalking its way towards her. When it came closer Orihime's eyes widened as she looked at the mysterious figure in all its entirely. At first, Orihime thought it was Kenpachi from his immense size and pointy hair but as his features became clear though the dim lamplights nearby she saw that it was a bizarre-looking man. His skin was a dark brown and he had a wild mane of orange hair, reminding her of Ichigo. She had to admit, the man was exceptionally built, with large abs and muscles on his arms. To her embarrassment, most of the man's body was on display since he wore nothing but a white skirt. In his hands was a dangerous spear. "Who are you?"

The man looked down at the girl in front of him and smirked. "Well now, who have we here?"

One of the defeated Soul Reapers raised his head and called out to Orihime from behind her barrier. "Miss! Run! He's too strong!"

The man, obviously a zanpakuto, grinned at the girl's frightened look. "You should do as he says, little girl, for your own good."

Orihime stood up and stared at the zanpakuto. "Are you the one who did this?" she asked, balling her hands into fists. She hated seeing so many people hurt, the memories of Ulquiorra and Yammy haunting her.

The man stared at the girl for a moment before grinning from ear to ear. He liked that look in her eye, the look of someone who was about to go into battle. "And if I am? What are you going to do about it, little girl?"

Orihime showed him what she was about to do about it when she put her hands on her hairpins. "Koten Zanshun! I Reject!" she shouted, shooting Tsubaki at the rogue zanpakuto.

"Grrrrrrrrr!" the man growled as he was pushed back by the whirling attack. Stomping his foot into the ground, he hauled back and threw a punch at Tsubaki. But the sprite had learned from his mistake with Yammy and jumped back, returning to Orihime's Shun Shun Rikka. Looking at the deep cut in his spear, the man looked at her before smiling. "That wasn't a bad attack, little girl. But you'll need a lot more than that to take me down."

Orihime turned to the defeated Soul Reapers and lifted her shield. "You guys need to go! Quickly!"

The Soul Reaper who spoke up before struggled to his feet, clutching his broken zanpakuto. "But what about you, Miss? You can't expect us to let you fight that thing alone!"

The zanpakuto fiddled with his spear before giving the man a malicious grin. "You small fry should go. Because if you stay, I promise I won't hold anything back, even against weaklings like you!"

Orihime nodded to the Soul Reapers. "You guys leave! Go and get the captains!" she insisted. The men realized they were in no condition to say otherwise and ran for it, several giving the brave girl one last glance before running off. When Orihime turned back around she saw the man just standing there, still fiddling with his spear. "You didn't attack me?" she asked out of curiosity.

"It's not my style to attack people in the back. Now then: what's your name, little girl?"

"Orihime. It's Orihime Inoue."

"I see…." The zanpakuto whirled his spear around and put up a fighting stance, grinning from ear to ear. "Call me Hozukimaru! Now let's fight!" The ground shook beneath Orihime's feet as the massive man attacked her, stabbing at her with his sharp spear.

"Santen Kesshun!"

"Oh?" Hozukimaru smiled when his spear slammed against the shield, cracking it. "I see, so you've got some tricks up your sleeve. But I showed you that it'll take more than technique to bring me down…" he spun his spear around and struck the shield again, shattering it. "It takes _strength!_ "

"Kyaaa!" Orihime screamed as the force of the blow sent her sprawling backwards. When she looked up she saw Hozukimaru charging at her again. Putting her hands on her hairpins she readied her second trick. "Shinten Kōshun!"

The dark-skinned zanpakuto growled as she threw up another shield. "Again with that? If that's all you can do, Orihime, then I've misjudged you!" He swiped at her shield with his spear again, only to be blasted away by the shield's explosion. Orihime watched as he crashed through a wall and stood up, dusting herself off. She knew that Hozukimaru was far from defeated when a hand gripped the side of the wall. Hozukimaru stood back up and looked at his burned arm, giving the girl a wide grin. "Not bad, looks like you've got some fight in you after all. But you should know, Orihime," Hozukimaru picked up his spear and put up another stance. "Defense is never going to defeat me! If you want to put me down you'll have to attack me. And that silly technique of yours won't work twice!"

Gulping, Orihime could feel her heart thump in her chest. Hozukimaru was right. If she was to have any hope of fighting him she couldn't' just keep defending. Shinten Kōshun could only work so many times. Steeling her nerves, Orihime decided to try something new. Something that she'd been working on day and night to show Ichigo….

Summoning her sprites, Orihime held out her hands and reformed Shinten Kōshun. Reaching out, she grabbed Tsubaki while the other sprites shifted, forming a blade in Orihime's hand. "Kenten Kōshun!" she shouted, pointing her new sword at Hozukimaru. "My twin strike blade!"

Hozukimaru eyed the sword pointed at him with interest. "I see, so you've a sword then." Stepping forward, Hozukimaru started to spin his spear around and smiled. "But can you use it, Orihime?"

"Yes, I can," Orihime said defiantly. This time she was the one who charged at Hozukimaru, slashing at him. During their month of training Rukia had given Orihime lessons on how to wield a sword so she wasn't a complete novice. Having the rejecting power of her Shun Shun Rikka, Hozukimaru found it nearly impossible to block the girl as she struck at him. Her blade cut deeply into his Shikai and when he threw punches at her she would block with her sword, the glowing blade almost cutting off his fingers. "Hmph! That's a nasty weapon you've got for such a sweet girl," Hozukimaru mused. Jumping back before Orihime could slash at him, he pulled his spear apart into three pieces, swinging the bladed piece at her.

Now it was Orihime who was on the defensive. Hozukimaru's three-piece bladed weapon was far too unpredictable for the girl to keep up with; her inexperience coming back to bite her. "Ah!" she cried out as the blade cut her shoulder, the zanpakuto forcing her back.

Orihime also had another problem: her sword. Kenten Kōshun took a massive drain on her stamina and concentration. The glow of the sword began to fade as Orihime was forced on the defensive, her strength waning. "Looks like you're at the end of your rope!" Hozukimaru declared as he spun his weapon around him. "Too bad! I was actually enjoying myself!"

Gambling on her last hope, Orihime put her hand on her necklace. "Reign over the frosted heavens!" she shouted, unleashing an ice dragon from the tip of her sword. Hozukimaru gasped as the chain holding his weapon froze and shattered, separating his weapon. Seeing another ice dragon head for him, Hozukimaru grunted as he slammed his weapon together, knowing he had no other choice.

"Bankai!"

Orihime felt her heart stop as the zanpakuto disappeared in a swirl of wind. The ice dragon was destroyed when a huge monk-spade appeared, crushing it. Orihime gulped when she saw the massive weapons Hozukimaru was now wielding; worried that this was a fight she wouldn't be able to win. In one hand was the spade; in the other was a guandao. Chained to both weapons behind him was an axe-blade, a dragon imprinted on its side.

"Ryūmon Hozukimaru…." The massive zanpakuto looked at his opponent with a perturbed look on his face. It seemed inconceivable that he would have to use his Bankai on someone like her; she wasn't even a Soul Reaper, nowhere near the level of the captains. However, he could see that she was bound and determined to defeat him and with her unusual powers there was a possibility that he could lose to her. His pride as a warrior would not permit him to lose here, thus forcing him to use his last resort. "I hope you're ready, Orihime, because I won't hold back." He saw that she was covered in sweat and panting and frowned. ' _Perhaps this is overkill…'_ he thought. He could certainly hear his comrade, Ruri'iro Kujaku, mocking him for using his last resort against a little girl but he shook his head. This girl had put up more of a fight than Ikkaku had when they'd last fought. She deserved his best, if nothing else.

Calming herself down, Orihime took up a stance, her blade glowing brightly again as she regained her composure and concentration. "I won't run from you, Hozukimaru!" she said defiantly.

A grin was what Orihime's words earned her. "That's the spirit! Let's begin!"

Orihime was taken aback by the man's speed. She understood that weight held no bearing most of the time for zanpakutos but she expected the man to have become sluggish from wielding such heavy weapons. Instead, the man was upon her in just a few strides. When he swung his guandao she tried to block with her sword, only to be knocked back from the blow. "Santen Kesshun!" she shouted, summoning her sprites when she saw him lunge with the monk-spade, only to watch as her shield crumbled from its powerful strike. Chancing it, Orihime lunged at him with her sword, only to be batted away again with a simple counterstrike. Pushed back against the wall, Orihime shivered in fright as the zanpakuto smirked, knowing he'd won. With one last bit of courage, Orihime lunged forward, but sadly she tripped over an upraised piece of tile and fell down. As she fell, however, her blade swung at Hozukimaru, cutting through the fabric of his skirt.

Orihime hit the ground with a thud. When she looked up, she saw to her embarrassment that she'd accidentally caused him to lose his clothing while also horrified when her sword faded, her concentration broken. But her horror turned into astonishment when she saw what was between Hozukimaru's legs. She had seen men naked before, what with Hyorinmaru and Kazeshini, but she'd never see someone who was that… _big._ She knew that the man was huge but she could do nothing but stare in shock.

Hozukimaru saw Orihime's astonished look and grinned, liking where this was going. He set down his weapons and sealed them, figuring that the girl could no longer fight now that her sword was gone. Unlike Ikkaku he wouldn't push his opponent when he knew he'd won. Walking over to her, the naked Hozukimaru looked down at Orihime, who just stared at his manhood like it was the most fascinating thing in the world. "Like what you see?" he asked, his grin growing wider.

Orihime blushed but she said nothing, staring at Hozukimaru's thick length before finally turning away, embarrassed. "Sorry, I…I'll fix your skirt…" she said. But when she looked up she blushed when her eyes met his and she knew what was on his mind.

Not wanting to take her by force, he was a brute on the battlefield but only the battlefield, Hozukimaru decided to coax her. "You look like you were about to do something. What's the matter, never seen one before?"

Sweat rolled down Orihime's back as she turned back and stared at his manhood. Her curious mind quickly began overriding her sense of danger. "Wow…it's…big…." Curiosity getting the better of her, she started to poke at it.

Chuckling, Hozukimaru patted her head with his large hand. "Well, why not stroke it? It'll get even bigger."

Against her better judgement, Orihime complied. Her hands gripped the softened cock and started to work him to hardness. "Wow…you're so big," she said, her mind whispering dirty thoughts to her. She gasped when she felt Hozukimaru's hands reach for her shirt. A shiver ran down her spine as he took off her shirt. "What…what are you doing?"

Hozukimaru stroked himself and continued to grin. "You look like you were enjoying yourself. Why not use your breasts and make me enjoy it too?" he suggested, reaching around and unclasping her bra.

Perhaps it was because of her previous experiences darkening her innocent nature or her too-curious mind but Orihime cupped her breasts and wedged Hozukimaru's cock between them. "It's hot…" she whispered as she dragged her tits up and down. Hozukimaru let out a heated groan as the busty Orihime gave him paizuri. He started bucking into her cleavage, making the head of his thick shaft poke against her lips. Orihime stuck out her tongue and licked Hozukimaru's head, tasting the pre-cum dripping from the tip. ' _It's so hot…my breasts feel like their melting….'_ She would've been mortified to do something like this out in the open but she sensed no other presences nearby so she kept up giving Hozukimaru paizuri.

"That's good," Hozukimaru groaned, loving the feel of Orihime's tits pleasuring his cock. "Oh! Ahhhh!" The large zanpakuto threw his head back as he felt his balls tighten up. Hozukimaru threw his head back as he thrusted up into Orihime's tits, his cock making its way into her mouth before releasing.

Orihime's eyes widened as her mouth was suddenly flooded with cum. She tried to swallow it but it was so thick and there was so much that she had to pull back, her face and tits covered in cum. Coughing, Orihime wiped her lips clean and gasped for breath. When she looked back at Hozukimaru she saw that he was still hard as a rock. ' _What? How can he still be hard? He just came buckets!'_ A shiver ran down her naked back when she looked up and saw the gleam in the zanpakuto's eyes. She could tell what he wanted….

"Heheheh, relax," Hozukimaru said as he crouched down. In a surprising act of kindness he ripped off a piece of his torn skirt and wiped Orihime's face and chest clean. "I know I'm a bit big for someone as dainty as you. If I did you in your pussy, you'll probably break like glass." Orihime breathed a sigh of relief at his words, only he continued, "Which is why I'll be fucking you in your ass."

"What?!" Orihime tried to get away from the lustful zanpakuto but he grabbed her leg and stopped her. "Wait!" she pleaded. She had taken sex-ed before so she knew about anal sex but taking it up the ass scared her. "You won't fit!"

Continuing to grin, Hozukimaru leaned forward and grabbed Orihime's skirt. "Relax, I help prepare you…." Orihime gulped when she was stripped by the man, shaking with fright. Again, in a surprising act of kindness, Hozukimaru patted her head gently. "Don't worry, I promise it'll feel good. Just think of it as repayment for that titfuck you gave me."

If Orihime had any objections they were interrupted when Hozukimaru slid two fingers into her mouth. Getting the picture, Orihime started to suck on the large digits, her tongue soaking them with her saliva. While Orihime sucked away, Hozukimaru palmed her breast and started fondling her. Orihime rubbed her legs together as Hozukimaru leaned down and captured her neglected breast with is mouth, nibbling on her sensitive nipple. "Mmmph!" she moaned, running her hands through his long orange hair. "Mmmmmmhhhh…." When Hozukimaru slid another finger into her mouth she eagerly started to suck on it as well, her body losing itself to the pleasure. A moan escaped Orihime as Hozukimaru took his fingers out of her mouth, leaning back and spreading Orihime's legs. When a wet digit pushed into her tight ring of muscles she cringed. "Ah!"

"Just loosen up," Hozukimaru instructed, pushing his finger all the way inside her. Orihime took deep breaths and tried to calm herself but couldn't' help but clench up as Hozukimaru slid another finger inside her. Grinning from the feel of her muscles squeezing his fingers, Hozukimaru slipped a third one in, pumping them in and out of Orihime's asshole. Orihime gasped for air as the bizarre feeling of having her backdoor stretched open hit her. "That's good. Just relax…."

Orihime struggled to breathe, her chest heaving. As naughty as it felt she could no longer deny that it felt good, feeling the zanpakuto's fingers thrust in and out of her asshole. "Ah! Hozukimaru!" she gasped, her eyes rolling into the back of her head as she came, her pussy squirting all over the man's huge arm.

"Heh, guess this means you're just about ready…." Orihime groaned as Hozukimaru took his fingers out of her and reached for her hips. The girl's vision spun as the massive zanpakuto flipped her onto her hands and knees, her ass sticking up into the air. Hozukimaru's grin returned when he stared at Orihime's round ass, spreading her cheeks while he spat on his cock, lubing it up. "I'll go slow for you," he said as he mounted the girl.

Despite the stretching and prep that Hozukimaru gave her Orihime thought she was going to die. As Hozukimaru slid into her inch by inch it took every ounce of self-control Orihime possessed to keep herself from screaming in sheer agony. ' _He's too big! He's gonna rip me apart! My ass is on fire!'_ It felt like she'd suddenly had a log shoved up her ass as Hozukimaru buried his cock inside her asshole. "Ahhh!" she cried out, her arms shaking as the pain racked her brain. "Stop! It hurts!"

"Just relax," Hozukimaru said, letting out a sigh as his cock was squeezed by her tight hole. He gave small thrusts, sliding deeper and deeper into her. His large hands reached around and cupped her swaying breasts, trying to bring pleasure to the girl in pain.

"Ah! Ah! Oh! Hozukimaru!" Orihime groaned as the zanpakuto started to move. ' _He's so deep inside me! It's like he's touching my stomach.'_ But as she slowly began to relax her body the agonizing pain of having a massive cock inside her ass gave way to growing pleasure. "Ahhh…" she started to moan, bucking into Hozukimaru and shoving more of his cock inside her. "Ohhhh…."

Taking that as a sign to lay into her and started to move with more speed and force. Orihime cringed as the cock inside her sphincter started to slam into her, her ass jiggling as Hozukimaru pounded into her. A wide grin grew on the zanpakuto's face as he heard Orihime's moans get louder, gripping her waist hard as he slammed into her. "Not bad! You feel so tight, Orihime!" he said. So caught up in fucking Orihime was Hozukimaru that he failed to notice that the dragon tattoo across his chest was starting to glow; his fighting spirit growing from fucking Orihime fiercely.

Suddenly Orihime's vision turned white as her asshole was pierced by Hozukimaru's thick cock. Her back arched as she entered a neverending state of ecstasy. Her pussy squirted wildly as she came over and over again. She clawed at the tile beneath her as she felt her body seize up, her breathing ragged. "Ahhhhh! Ohhhh! Don't stop! My ass feels so good!"

Evidently Hozukimaru was thinking the same thing. He began fucking her like a wild animal, grunting and growling into the girl's ear. "Hrrrrrghhhh!" His hands gripped Orihime's waist hard enough to leave bruises for later as his bestial nature took over, intent on fucking this girl to the point where she'd be limping for a year. "Yes! Here it cums!" Hozukimaru threw his head back and let out a roar as he came inside her ass, blasting her innards with his white cum.

Orihime lost her strength when she felt Hozukimaru fill her up, her arms failing her. She crumpled to the ground with her ass sticking up, Hozukimaru squeezing her round cheeks while he finished filling her with his sperm. Pulling out, Hozukimaru watched as Orihime collapsed onto the ground, panting for air while cum dripped out of her gaping ass. Feeling the burning sting of her abused derriere, Orihime used the last of her strength to summon her sprites.

Hozukimaru sat back and watched Orihime heal herself, the gaping hole in her ass closing up as she rejected the damage. Truth be told, Hozukimaru was sort of glad that Orihime would be okay. She might not have been a strong fighter like the captains, he didn't even use his full power when fighting her but with her skills and a little more training she could be someone who could be an able opponent. When the golden glow faded Hozukimaru saw Orihime's hazel eyes droop shut, exhaustion taking the naked girl.

As Orihime lost consciousness Hozukimaru walked over to her and leaned down. "Heh, you put up a good fight. I guess I can leave you something as a token of appreciation, Orihime." Putting a hand onto her naked back, Hozukimaru glowed red as he transferred a small portion of his power into her. Finishing his task, the large zanpakuto gathered Orihime's discarded clothes and dressed her as best he could, a task he found difficult with his large hands.

Once Orihime was dressed Hozukimaru grabbed his skirt and adjusted it as he tied it around his waist. Picking up Orihime as gently as he could, Hozukimaru flashstepped away from the smashed street. Before anyone was the wiser he left her in front of Squad Four's medical center before heading over to the still-clashing spiritual pressures of Byakuya Kuchiki and Renji Abarai, planning to meet up with his fellow zanpakuto….

 _ **An hour later….**_

 __Orihime opened her eyes to see a person standing over her. When her vision cleared she saw the smiling face of Captain Unohana looking down at her. "Thank goodness, you're awake," the woman cheerfully said. "Are you alright, Miss Inoue?"

Orihime sat up in the hospital bed and looked around. She remembered fighting Hozukimaru, having sex with him afterwards only for things to go blank. "Where am I?" she asked.

"You're in one of our relief centers," Unohana explained, sitting down in a chair. "My men found you lying outside our steps. What happened to you, if I may ask?"

Blushing, Orihime tried to choose her words wisely. She didn't want Unohana to get the wrong idea and think she was a whore if she told her that she'd had sex with her enemy. "I…I ran into some of your men being attacked by a zanpakuto and I rushed to their aid."

Nodding, Unohana smiled. "Yes, several of the men brought here recounted how you saved them. That was very brave you, Orihime. From the description of the zanpakuto and his weapon I believe that the man you fought was the zanpakuto of the Third-Seat of Squad Eleven, Ikkaku Madarame."

"Yeah, that's him. I fought him but…I lost though…" she muttered, looking away.

Unohana patted her shoulder. "All things considered, you're very lucky to be alive. Still though, did something happen when you fought Hozukimaru?"

Orihime blushed again, not knowing what to say. "Um…no? Why?"

The captain looked at Orihime with a knowing smile but decided to leave that particular matter drop. "The reason I ask is because while Isane and I were examining you for injuries we detected something strange with your spirit energy. After looking you over we found out why." She pulled out two small hand-mirrors and handed one to Orihime. "If you'll please remove your shirt?"

Nodding in confusion, Orihime pulled her shirt over her head while Unohana got up and sat behind her, holding the mirror out in front of her. When Orihime looked at her through her mirror her eyes widened in shock when she saw her naked back. Crawling up the middle of her back was a tattoo of a red dragon.

"Oh dear…Tatsuki is not gonna like that…."

To be continued….  
Next chapter: Orihime vs Ruri'iro Kujaku


	4. Orihime Vs Ruri'iro Kujaku

Chapter 4: Orihime Vs Ruri'iro Kujaku  
OrihimeXRuri'iroKujaku

 **A.N.: Please R &R.  
Disclaimer: I don't own Bleach.  
Warning: Lemon!**

 _ **Several Hours Later….  
**_ **Soul Society**

Once again, Orihime ran as fast as she could. After recovering at Unohana's medical center, she was shocked to hear that Mayuri Kurotsuchi's zanpakuto, Konjiki Ashisogi Jizo, had gone on a rampage. As soon as she heard that her friends had been poisoned Orihime had ran out in search of her friends. She remembered the diabolical scientist and knew that if he was evil then his zanpakuto was sure to be just as malicious. Before she left she grabbed Kazeshini's black chain and wrapped it around her stomach underneath her shirt, knowing she'd need all the help she'd need if Hozukimaru was anything to go by.

Orihime took a shortcut through a large garden, the birds and animals having abandoned it after feeling the tremors from the recent fighting. She ran through a patch of flowers and saw the exit in sight, only to stop dead in her tracks when she saw a figure standing in front of the gates. "A birdman?" she asked, confused at the man's appearance.

The supposed birdman laughed as he stepped out of the shadows. Orihime saw that he was a strangely- dressed man. Azure bangs peeked out of a tan headband, an orange Mohawk sticking out of the top. The rest of him was equally strange. He had dark fur covering his body, though his very-defined abs were on display. On his arms were green feathers with orange and yellow in the middle. "Good evening, Miss," the man addressed as he calmly walked forward. The empty garden echoed with the clicks of his spiral-designed boots. "Why in such a rush? The night is still young."

Orihime could feel a sense of dread from the man. "Who are you?" she asked, taking a step back.

Chuckling, the man answered, "Oh, where are my manners. You may call me Ruri'iro Kujaku. And who might you be, if I may be so bold?"

Despite the man's charm, Orihime didn't trust him. That dark look in his eyes told her that he was not to be trusted. "I'm Orihime Inoue."

"That's a beautiful name. It suits a lovely girl like you." Ruri'iro Kujaku smiled as he walked around the girl, liking what he was seeing. "Hmmm, those Human clothes don't suit you. I think a lavender kimono with white butterflies would be a much more suitable outfit for a lady like you."

Orihime blushed. She'd never been talked to like this before. "You think so?" she asked, looking down at herself. Looking back up she smiled at Ruri'iro Kujaku. "You look nice too."

"That's very good to hear, Orihime. I always try my upmost to keep up my aesthetics." As he looked down at the small pond, Ruri'iro Kujaku smiled down at his reflection, reminding Orihime of the Greek tale of Narcissus. Looking back up, the birdman zanpakuto sighed. "But I'm afraid that we must part, my dear. I have been given a particularly ugly order," he turned around and Orihime could feel the shift in the air as he stared at her. "Sadly, I'm obligated to do my responsibility that Muramasa has given me. He's told me to eliminate any who could cause trouble for him later. And with your powers, Orihime, I'm afraid you'd be a rather sharp thorn in his side." Flexing his hand out, Ruri'iro Kujaku summoned his sword.

Orihime steeled herself and readied her hairpins. "How do you know me?" she asked.

"Hyorinmaru told me that he found a girl with mysterious powers. Hozukimaru said something similar. Obviously the one who matched their description is one Orihime Inoue." Ruri'iro Kujaku stepped forward and put both hands on his zanpakuto. "Do try not to struggle my dear. I promise it'll be quick."

When Ruri'iro Kujaku dashed forward, Orihime threw out Santen Kesshun, preparing to hurl Tsubaki at him when he rebounded off her shield. But to her utter astonishment, the man stopped dead in his tracks when he was still ten feet away from her, a strained look on his face. "Um…are you okay?" she asked, perplexed by the zanpakuto's behavior.

"I can't do it!" Ruri'iro Kujaku shouted into the night air as he slammed his sword on a nearby rock. "To cut such flawless skin! To bloody such an exquisite face! It would be the most reprehensible act in the universe!"

Complete and utter confusion was written all over Orihime's face. She remembered how Rangiku taught her that men had weaknesses for beautiful women but this seemed a little like overkill to her. "Um…are you okay?" she asked. She had no idea if she should run or attack the man. She knew that it would be wrong to attack a man with his back turned but then again he was going to attack her….

Before Orihime could decide on a proper action Ruri'iro Kujaku recovered his composure. "Forgive me, Orihime. I was about to do something foolish." Turning back to face her he gave her a sly smile. "Cutting you to pieces is such an unsightly death, hardly fitting for such a beautiful woman like you."

"Oh…" Her eyes went to the exit to the garden. If he wasn't going to attack her, then she should run and get to Ichigo….

Ruri'iro Kujaku saw her eye movement and smiled. "I wouldn't try it. I won't give you an ugly death. That doesn't mean I won't kill you. As I was saying…." He held out his sword and the man's face twisted into an ugly smile. "A beautiful lady should die beautifully."

"Tear in frenzy."

Orihime stood the in fascination as Ruri'iro Kukaku's word began to glow a blueish-green as it morphed before screaming when blue vines shot out of it and wrapped around her arms, waist, legs and neck. She choked as the vine on her throat tightened. Though part of her knew it was futile she struggled and tried to break free.

"Please don't," the twisted zanpakuto asked, shaking his head. "You'll find you won't be able to move. Don't worry, my dear. You won't suffer long. I promise that it'll be painless; as if you were falling asleep."

As the vines glowed red, Orihime realized she was growing weaker, her spirit energy being sucked dry. A choked gurgle escaped her lips as she struggled to breathe, unable to speak.

Ruri'iro Kujaku watched as the buds on the vines began to grow. "What beautiful flowers," he mused, watching as Orihime dropped to her knees. "Don't worry. You'll only suffer for a little longer, Orihime."

' _No…'_ Suddenly Orihime's life flashed before her eyes. Being raised by her brother, her friendship to Tatsuki, losing Sora in that deadly accident, Rukia and Ichigo saving her from her hollowfied brother, awakening her Shun Shun Rikka and going to save Rukia. ' _Uryu…Chad…Rukia…Ichigo….'_ The thought of her friends gave her strength. Unknown to her, the tattoo on her back began to glow red at the tail of the dragon and was slowly starting to build its way up….

The smug zanpakuto blinked when Orihime struggled to her feet. "What are you doing?" he asked, confused at her behavior. "Don't bother trying to break free. You can't speak while that vine is at your throat." He knew about Orihime's power and specifically kept her like this, unable to use her Kotodama to summon her Shun Shun Rikka.

What Ruri'iro Kujaku did not know, however, was that Orihime was capable of using her sprites without using her chant. Her hairpins glowed as Orihime used what little strength she had left. Tsubaki appeared above her head. Seeing the situation, the feisty spirit spun around and sawed through the vines, freeing Orihime before she was drained of all her spirit energy. Unwrapping the vine at her throat, Orihime gasped for air. Her arms and legs felt like jello and she could barely stand.

Even though he was denied his kill, Ruri'iro Kujaku looked at Orihime impressed. "As befitting a beautiful girl, your technique was quite eloquent. But I'm afraid I must inform you that your struggling is pointless." Orihime's eyes widened when he held out his sword again. "I can use my technique any number of times. And this time, I know you won't be able to free yourself. Tear in frenzy," he said, his sword pulsing blueish-green again.

But this time Orihime was ready. She could feel strength building up inside her and she made it to her feet. Her hand brushed against the chain on her stomach and the power within the item flared to life. "Tsubaki! I Reject!" she shouted.

Kazeshini's power pulsed from the chain and it fused with the Shun Shun Rikka, turning the hairpin black momentarily. Tsubaki 's golden spin became wrapped in black wind as he attacked the oncoming vines, tearing them to shreds.

"What?!" Ruri'iro Kujaku jumped back before Tsubaki could slash at him. "How is this possible? Where are you getting so much power? This is…." His words died as Orihime started to glow red, the tattoo on her back glowing like a living dragon as it filled completely.

Feeling strength like she'd never known, Orihime put her hands to her hairpins. She fueled her growing power into Tsubaki, who likewise glowed red. "Koten Zanshun! I Reject!" The night sky became tinged with red as Tsubaki pulsed, spinning round and round, glowing like a red sun. He charged at Ruri'iro Kujaku who stood there unprotected thanks to his severed vines. Before the attack tore into him, the zanpakuto uttered just one word.

"Beautiful…."

Ruri'iro Kujaku disappeared in a blinding explosion. Orihime collapsed as exhaustion took her once more, her boost of power fading fast as the glow from the tattoo on her back faded. "I…won?" she muttered before falling asleep….

When she opened her eyes she saw the first signs of daybreak approaching in the sky as she sat up. Looking around she saw nobody in sight. Remembering her goal, she concentrated and searched for Ichigo's spiritual pressure. She breathed a sigh of relief when she felt that he and Rukia and Renji were all okay. "I should go see if they need my help."

When she got up, she walked over to where Ruri'iro Kujaku lay. Or rather…what was left of his broken sword. "Oh no…" Orihime gasped, realizing she put in too much power in her last attack. She had heard that if a zanpakuto was slain by anyone other than its owner it would break and would be lost forever. Reaching down she picked up the broken handle and frowned, mortified at what she done. Yes, he tried to kill her but she never intended to destroy him.

Setting down the broken sword, Orihime summoned her sprites again. "Sōten Kisshun…."

The minutes ticked by as Orihime did her best to repair the sword. To her relief the sword started to put itself together. Orihime was blinded by a bright flash of green light. When she looked back she saw Ruri'iro Kujaku appear, the gaping wound in his chest closing up.

As life was breathed back into the zanpakuto his eyes opened. "I'm…alive?" He sat up, only for his Mohawk to sizzle as it hit the barrier around him. He spun around to see Orihime outside the barrier, healing him." But…why?" he asked, his mind unable to comprehend. "I tried to kill you. Why are you healing me?"

Orihime looked away. "I… I know…but I couldn't just leave you like this."

Ruri'iro Kujaku stared in complete shock. He'd just tried to suck the life out of her and yet she didn't want him to die? Looking down at the sword at his side, Ruri'iro Kujaku banished it as well as the thought of picking up where they left off. Orihime had proved herself the stronger of the two and Ruri'iro Kujaku knew when he'd been beaten. More so then that he was touched by the girl's sincerity and kindness. "I am unworthy…" he muttered as he hung his head.

"What do you mean?" Orihime asked as she finished healing the shamed zanpakuto.

"I tried to kill you and yet here you are healing me. You never thought about trying to kill me." He looked up and saw the look in her eyes. "If only you were my master…." As Orihime lifted the shield he smiled at her. "You win, Orihime Inoue. I give up."

"Oh!" Orihime's eyes lit up with joy as she realized she won. But then she wondered what she should do. ' _I guess I should take him to Captain Unohana.'_ She could sense that the captain was over by Squad Six with Ichigo and the others. ' _Ichigo and the others will be happy to see that I've beaten one of the zanpakuto!'_

But as she stood up Ruri'iro Kujaku took hold of her hand. "Wait," he insisted as he got up. "Before anything," his handsome face smiled at the good, making her blush. "As the victor, you deserve your spoils…." Orihime was speechless as the birdman cupped her face before planting a deep kiss on her lips.

The two standing there in the middle of the garden kissing while illuminated in the light of daybreak was something out of a fairy tale. Already dizzy from her lack of energy, Orihime melted into the kiss as the blood rushed to her face. She didn't know how she kept winding up in these situations but even though she knew it was wrong she didn't want Ruri'iro Kujaku to stop.

The zanpakuto sensed that Orihime's legs were about to give out so he wrapped his arms around her and picked her up, carrying her bridal-style over to a soft patch of grass. When he set her down he leaned close and kissed her again, taking advantage of Orihime's opened mouth to add his tongue. Her heart racing from being kissed by such a gorgeous man, Orihime met his tongue with her own, cooing as his fingers ran up her leg. Sitting up, Ruri'iro Kujaku sat between Orihime's legs and started to take off her shirt. Orihime shivered from the heated stare as he reached behind her and unclasped her bra. "How beautiful," the man muttered as he stared at her bare breasts.

"Ruri'iro…" Orihime moaned as the man's gentle fingers played with her breasts. Ruri'iro Kujaku leaned down and kissed Orihime deeply again as he pinched her nipples, swallowing her moan as she touched his chest. Curious about his unusual appearance, Orihime ran her hand up and down Ruri'iro Kujaku's arms, sighing at the soft feel of the fur on his arms. When the zanpakuto kissed her again, his hands fondling her breasts, Orihime began to run her hands up and down his back, her fingers delicately tracing his spine.

The birdman zanpakuto began to show attention to the rest of her body. Orihime cooed as Ruri'iro Kujaku kissed her neck, nibbling on it and leaving bite marks on her collarbone before he affectionately tended to her breasts, giving each hardened nipple a light kiss before moving down. Orihime arched her back as the man kissed her belly before reaching for her skirt. The morning chill hit Orihime as Ruri'iro Kujaku pulled off her skirt and panties, revealing her pink flower to the zanpakuto.

Orihime gasped when she felt the man's hot breath hit her folds before feeling his tongue gently lick her. Ruri'iro Kujaku ran his tongue up her pink lips, tasting the girl's honeypot before spreading her folds open with two fingers. The young girl arched her back when his tongue slipped inside her, sliding its way deep into her womanhood and licking her warm muscles. Ruri'iro Kujaku chuckled as the girl squirmed from his licking, her fingers digging into the grass beneath her. Looking up, Ruri'iro Kujaku chuckled and smiled at the lust-filled girl. "Is this the first time someone's licked you down her?" he asked, running a finger up her moist lips gingerly.

"Yes…" Orihime admitted, her chest heaving as Ruri'iro Kujaku went back to licking her pussy. Her hands went to Ruri'iro Kujaku's head as he continued eating her out. She groaned in ecstasy as his tongue flicked against her clit, feeling pleasure course through her heated veins. Ruri'iro Kujaku put a hand on her stomach and caressed her creamy skin while he continued giving her oral. Apparently the zanpakuto was as skilled with his tongue as he was with a blade.

The morning air rang out with Orihime's cry as she felt her body reach bliss. "AH! CUMMING!" she gasped, arching her back as she cupped her breasts. Ruri'iro Kujaku sat up and watched as Orihime climaxed, taking in her face twisted with pleasure, her beautiful skin covered in a sheen of sweat illuminated by the rising sun. Unable to contain himself from such a majestic sight, Ruri'iro Kujaku crawled back on top of Orihime and kissed her, their tongues colliding lewdly as Orihime rode out her high.

All thoughts of her friends had fled Orihime's mind as she struggled to come back down, her already weak body feeling like it was being floated up to heaven. When she regained focus she realized that Ruri'iro Kujaku was off of her, taking off his pants. Orihime's breath was caught when she saw the man's long cock, the man offering his hand.

Ruri'iro Kujaku didn't intend on taking Orihime on the ground like some common whore. She was a beautiful lady who defeated him, she deserved something better. Helping her up, Ruri'iro Kujaku led her to a stone bench and sat down on it, pulling Orihime onto his lap. Burying his face in her large bosom, Ruri'iro Kujaku lifted her up and slowly lowered her down onto his cock. Orihime moaned as she sank down, wrapping her arms around his shoulders. When the birdman looked up Orihime pulled him into a deep kiss. Ruri'iro Kujaku swallowed the girl's lewd moans as he bounced her up and down on his cock, holding her tightly as her womanhood wrapped around him. As their lips parted Ruri'iro Kujaku caressed her cheek lovingly. "You're so beautiful…." He cupped her breasts and began to suck on them as his hands cupped her seductive ass.

Orihime arched her back as the pleasure returned to her body. Her head rolling back, she let out a torrent of moans. She didn't care if anyone saw her, at the moment, only the pleasure this man was giving her mattered. "So deep…" she breathed, her legs wrapping around his waist as her hands explored every line on the man's back. Ruri'iro Kujaku breathed into her ear when he felt her nails running down his back.

Orihime's breathing hastened as Ruri'iro Kujaku bounced her faster and faster. She instinctively tightened around the zanpakuto's cock. She could feel him rub against all of her sensitive spots, the head kissing the door to her womb. Heat flourished in her chest as Ruri'iro Kujaku suckled her breasts, sucking on her tenderly. Her eyes squeezed shut as the pleasure inside her pooled in her belly. Feeling frisky, she rolled her hips, moaning wildly when she felt his cock shift inside her. "It's so good!"

"Yes you are," Ruri'iro Kujaku moaned, kissing her neck. His embrace tightened as Orihime continued to squeezed his cock, leading him further and further towards release.

Hazel eyes rolled into the back of Orihime's skull as she felt the dam inside her break. ' _It's so good! He's reaching so deep inside me! I'm gonna cum! I'M GONNA CUM!'_ "Oh god! You're gonna make me cum!" She grabbed Ruri'iro Kujaku by the back of his head and slammed her lips onto his as she came, the stone bench becoming soaked from her gushing juices. Ruri'iro Kujaku moaned into her mouth as he came inside her, filling her womb to the brim with cum. Orihime became a boneless pile of pleasure as the zanpakuto creampied her. Thankfully for her, she was able to convince Captain Unohana to give her birth control after she came back from Kazeshini's attack, she'd given the excuse that she and Ichigo were about to go steady, so she didn't worry about having a zanpakuto baby inside her.

Orihime's head slumped onto Ruri'iro Kujaku's shoulder as she panted for breath, feeling the heat of the zanpakuto's cum inside her. As her eyes came back into focus, she ran a hand up the man's back, soaking up his warmth. After several minutes of embracing each other, Ruri'iro Kujaku lifted her off of him. Getting up on wobbly legs, Orihime walked over to her clothes, only to stumble and fall; the energy drain and the passionate fucking having destroyed her stamina. The zanpakuto caught her as she fell and sat her down on the grass, fetching her clothes for her. As Orihime put her clothes back on he put his pants on before sitting down, taking hold of her right hand. "Truly, you are exquisite," he said softly, smiling as Orihime's cheeks tinged with pink. "As they say: To the victor goes the spoils."

Ruri'iro Kujaku glowed green. Orihime watched as his spirit energy surged from his body and into her, her wrist glowing bright green. When the glow faded, Orihime saw that she had a bracelet around her wrist, made of entwining peacock feathers. When he finished, Orihime noticed how exhausted he look. "Are you okay?"

"It would seem I've become exhausted. I believe some rest would be in order, wouldn't you agree?" Getting up, he picked Orihime up bridal-style and headed for the entrance. "I'll take you to Squad Four so you can recover. They should be able to help you recover your spirit energy. Don't worry. I'll tell them you bested me and I came to my senses. I won't tell them anything else." He winked at her. "This'll be our little secret."

Nodding, Orihime put her head on Ruri'iro Kujaku's shoulder, letting sleep take her. Although part of her longed to see Ichigo and her friends she took comfort in knowing she'd finally won a fight….

To be continued  
Next Chapter: Orihime Vs Senbonzakura


	5. Orihime Vs Senbonzakura

Chapter 5: Orihime Vs Senbonzakura  
OrihimeXSenbonzakura

 **Disclaimer: I don't own Bleach.  
Warning: Lemon!**

 _ **The next afternoon….  
**_ **Soul Society; Caverns**

Orihime walked through the caverns, making her way down the dark tunnel, lighted by the glow of her hairpins. She had awakened in Squad Four after sleeping for several hours while Hanataro and Isane healed her spirit energy. She'd learned through them that Ruri'iro Kujaku had surrendered into their custody and had voluntarily went back to Yumichika, only to gasp when she'd learned that Ichigo and Yoruichi had left with Kenpachi, Ukitake and Kyoraku to find the Head-Captain. Against their advice, she'd rushed off to go help, desperate to finally reach Ichigo after all this time. She had her new accessories, although she hoped she didn't have to use them; Ruri'iro Kujaku's in particular. His was quite the nasty power.

Heat hit her cheeks as she entered the tunnel opened up into a large cavern. She looked around and felt many spiritual pressures locked in combat and grit her teeth. "Hold on, Ichigo!" she said when she felt Ichigo's spiritual pressure collide with another's, mistaking it for combat. "I'm on my way!"

The cavern was filled with dozens of hot springs, steam rising up to the ceiling. In front of Orihime was a small bridge, obviously built many years ago, judging from its rickety wood.

Steeling her nerves, Orihime put a foot onto the bridge. Satisfied that it could support her, she began to make her way across, making sure to keep a tight hold on the ropes as she walked, the bridge shaking and creaking beneath her feet. She was about halfway across the bridge when she heard it: footsteps and creaking from the other side of the bridge.

A plume of steam shrouded the bridge in front of her, making Orihime stay rooted to where she was as the steps became louder. Soon, out of the steam came a figure and for a moment, Orihime was truly terrified.

The first thing that emerged from the steam was a face of pure evil, a demon leering at her as he stepped out of the steam. It was only after Oirhime calmed herself down that she realized it was just a mask. The figure wore it along with red samurai armor, a purple kimono underneath it. His long hair was tied in a ponytail with a white ribbon. On his hip was a zanpakuto that Orihime was very familiar with. A chill ran up her spine when she realized who was in front of her. It was Byakuya Kuchiki's zanpakuto. "Senbonzakura!" she gasped, taking a few steps back.

"Very astute, Orihime Inoue," the zanpakuto said as he continued walking towards the girl. "And just what are you doing here, little girl?" he asked.

"Why are you here?" Orihime asked, putting her hands to her hairpins in order to prepare for any attack made by the zanpakuto.

"Muramasa has ordered me to guard this place and keep anyone from passing through." He put a hand on his sword and Orihime could feel her stomach knot-up when he drew it. "I'll say this once: turn back now. Otherwise, you'll be leaving this cave in pieces," he threatened, holding his sword out in front of him. Unknown to Orihime, Byakuya had already removed the brainwashing that afflicted Senbonzakura but in order to keep up the bluff he was still duty-bound to follow Muramasa's orders, although he didn't exactly want to fight Orihime.

The frightened girl took two steps back, her rational mind screaming at her to run. She knew what this man was capable of; remembering how beaten and battered Ichigo was after his fight was Byakuya.

It was then that Orihime remembered what happened to Ichigo. This was the sword that had inflicted such injury to Ichigo that he had almost died twice. She remembered how beaten and bloodied Ichigo was, so exhausted that she almost drove herself to tears with worry.

And this was the zanpakuto who hurt him.

Senbonzakura stared at Orihime as her eyes glinted with anger, a look that radiated as she balled her hands into fists. "What's the matter?" he asked as he pointed his sword at her. "You look like you're about to burst."

A new feeling rose up inside Orihime: rage. She was angry at this zanpakuto. She was angry for all the pain he'd put Ichigo through. She was angry that he was keeping her from Ichigo. Anger boiled inside her like she'd never known and she summoned her sprites. "Kenten Kōshun!" she shouted, summoning her sword. Pointing her glowing blade at Senbonzakura, Orihime glared at him, wondering if she should use Ruri'iro Kujaku's bracelet to drain the zanpakuto of his spirit energy. The chain wrapped around her stomach shivered, its presence feeding Orihime's anger and darker instincts.

Staring at the defiant girl, Senbonzakura put both hands on his weapons. "So, the rose has thorns. Let's see what you can do, Orihime!" Like his fellow zanpakuto he didn't back down from a challenge, brainwashing or not.

The rickety bridge shook as Orihime charged at Senbonzakura. She had a feeling that the zanpakuto was unable to use his full power since if he did release, his thousand blades would cause the bridge to collapse. But Orihime was still a novice at combat and even with her powers of Rejection she was easily pushed back by Senbonzakura, who rolled his eyes when he continued to bat away her sloppy strikes. "Your powers are intriguing, but you shouldn't fight with a weapon you hardly know how to use!"

"Kyaa!" Orihime screamed as he slashed at her, blocking with her sword. Not knowing the consequences, she held up her hand, the bracelet glowing. "Tear in frenzy!"

Senbonzakura's eyes widened behind his mask as the bracelet glowed green. Blue vines erupted from her wrist and wrapped around Senbonzakura's body. "What?!" the zanpakuto gasped, struggling against the vines. Feeling the vines begin to suck his spirit energy, Senbonzakura decided to risk his last resort.

"Scatter."

Orihime gasped as Senbonzakura's sword glowed pink. She tried to get up but she couldn't get away from him thanks to the vines on her wrist; apparently they didn't stretch once they were released. Her hazel eyes saw the blade transform into a thousand slender shards…which were all pointed at her.

Senbonzakura made a motion with what little movement the vines afforded him and severed them, freeing them from her attack. The zanpakuto held up his hand and the blades swirled around him, ready to shred Orihime. However, the overconfident zanpakuto overlooked the withered condition of the bridge and his Shikai's massive range. Before he could bring his deadly rain of blades down on the poor girl several of the blades cut through the ropes to the old bridge. "KYAAAAAAH!" Orihime screamed as she fell, plummeting into the springs below her, Senbonzakura following behind her in a spring next to her. "YOW!" the girl shouted as she scrambled out of the water, not prepared for the hot soak. "HOT! HOT! HOT! HOT!"

It was even worse for Senbonzakura. Dressed in heavy samurai armor, the man was boiling inside as he scrambled to get out of the hot spring, ripping off his armor as he crawled out of the spring, left with nothing but his mask and his purple kimono.

The two stared as each other while panting, hot water dripping off their bodies. However, Senbonzakura blushed when he realized two things:

One was that his mask was gone, having fallen off while he was scrambling to get out of the spring. Orihime saw the face of what looked like a younger Byakuya Kuchiki, with clear blue eyes. His ponytail had become undone due to the fall and his black hair sprawled messily down his back and shoulders.

The second thing that Senbonzakura noticed was that because Orihime wore a white shirt, her clothes became see-through now that they were wet. His cheeks blushed as he stared at her large melons, making the girl blush back when she realized what he was staring at.

Senbonzakura shook the impure thoughts from his head. This girl had tried to kill him; even going so far as to drain his spirit energy. Byakuya's orders be damned, he was going make her pay for that! He summoned his sword again and stalked over to the girl, intending on making his blade taste her blood.

Orihime looked up to see Senbonzakura swing his blade at her. "Santen Kesshun!" Her triangular shield appeared and blocked the zanpakuto's strike before disappearing. However, the impact of the blow plus the slippery ground caused Senbonzakura to stumble. His blade slipped from his grasp as he fell, landing in the spring next to them. A shriek echoed throughout the cave as Senbonzakura fell on top of Orihime, the two hitting the ground with thud.

The girl tried to sit up, only to feel a heavy weight on her chest. Looking down, she gasped when she saw Senbonzakura face-first in her bosom. Even worse, she could feel his hand directly on her crotch, as well as her knee pressing up against something.

All Senbonzakura felt was mortification. As a samurai he followed the code of Bushido. And he was pretty sure there was nothing in the code that says anything about having his head shoved in a woman's cleavage while his hands went exploring. As quickly as he could he tried to get off of her but the ground was so slippery that he ended up falling back on top of her, his face buried in her tits.

As much as Senbonzakura was appalled at the present circumstances, part of him enjoyed the feel of Orihime beneath him. Unknown to everyone, Senbonzakura was not just the manifestation of Byakuya's zanpakuto but also his repressed desires. As he pushed himself up his hand unintentionally pressed against Orihime's boob and he gently squeezed, his fingers sinking into her soft skin. He stared down at the cute girl and could feel the repressed emotions bubble up inside him.

Orihime gave an involuntarily moan from having the zanpakuto squeeze her boob. She could see the heated stare the man was giving her and it made her face red. She was already scorching hot thanks to falling into the hot spring and the look Senbonzakura was giving her made her body heat up even further.

Realizing what he was doing, Senbonzakura quickly took his hand off her and sat up, looking away ashamed. "I'm sorry. I shouldn't have done that," he quickly said as he tried to rein in his emotions.

"Okay," the girl said as she sat up as well, taking deep breaths to calm herself. She had no idea how she continued to wind up in these situations….

Against his better judgement Senbonzakura turned to look at her and once again his gaze shifted downwards to her wet shirt, seeing the teen's large bosom. Suddenly all Senbonzakura could feel was lust for this beautiful girl, forgetting everything about his duty towards his master, Byakuya.

Orihime's hazel eyes widened when the samurai leaned forward and kissed her, not knowing what brought all this about; all this from a little fall? Orihime put her hands on his chest to push him away only for the man to wrap her arms around her and pulled the girl onto his lap. A muffled cry escaped her as she opened her lips, unintentionally letting Senbonzakura slip his tongue into her. After a few minutes Orihime's blood rushed into her head and she became dizzy, melting into the kiss.

When Senbonzakura pulled away he saw the dazed look on her face and went back for more, giving her light kisses as he laid her gently on her back. "You're so beautiful," he whispered, kissing her as he undid the sash to his kimono. Taking it off, he lay down on top of Orihime and gave her a breathtaking kiss, his tongue teasing hers.

Senbonzakura wasn't the only one giving in to lust. Orihime couldn't think anymore. While her mind told her that this was wrong she couldn't help but embrace the pleasure, her body coming to crave the pleasures of the flesh. She could feel the lust pouring from the man and it rubbed off on her.

Waiting no longer, Senbonzakura gripped her shirt and pulled it over her head, kissing her neck sweetly while he unclasped her bra. Orihime arched her back and moaned when he attacked her breasts, cooing as he hands squeezed her firm breasts. "Ohhhh…." Her hands ran through his wet, black hair when he began to suck her breasts. "That feels good." Senbonzakura switched nipples while he removed his gloves, groping her with his bare hands.

Steam from the hot springs shrouded the two as they gave in to their inner lust. Not holding back any longer, Senbonzakura stood up and removed his pants, revealing his erect manhood. Orihime shivered as the samurai pulled away her skirt and panties, giving another coo as the man rubbed the head of his cock against her entrance. Senbonzakura put her legs on his shoulder and, without any hesitation, slid his cock inside her. "So tight!" the man groaned as his manhood was surrounded by her tight muscles.

Orihime gripped his arms as he started to pump in and out of her. "Oh! Ah! Ah!" she cried with each slide inside her. Due to their intimate position Senbonzakura was hitting all of her sweet spots, making her arch her back more as he pounded away at her pussy.

Senbonzakura closed his eyes as he pistoned into her, ravishing the girl beneath him. When he opened them he leaned forward and kissed Orihime, her legs sliding off his shoudlers and wrapping around his waist. "Mmmmmmh..." he moaned into her mouth, their tongues lewdly colliding while he reshaped Orihime's pussy with his cock. Orihime continued to run her hands through his long, black hair, her hazel eyes rolling into the back of her head as he filled her sensitive womanhood again and again.

Senbonzakura's dark instincts whispered a dirty idea in his mind. Putting her legs back up on his shoulders, the samurai zanpakuto pulled out until only the head of his cock remained sheathed inside her snatch. Looking down at her, Senbonzakura smiled at Orihime before he restarted a fast rhythm, only this time using the Flashstep.

"OHHHHH GODDDDDDD!" Orihime screamed. She couldn't tell if Senbonzakura was entering or leaving her pussy anymore. He was moving so fast she was amazed she didn't have friction burns. Her fingers clawed at the ground beneath her as ectastsy racked her body, her mind blanking out. The pleasure shook Orihime and brought her to a magnificent climax, her pussy squeezing his cock before gushing all over the ground beneath her, "CUMMING! CUMMINGGGGGG!"

Not missing a beat, the devious Senbonzakura pulled out of Orihime and watched as she writhed in pleasure. To him the sight was like watching a goddess in the heat of bliss. Gripping her hips, the man flipped Orihime onto her hands and knees and entered her quivering pussy again, his cock missing her embrace around him. "I can't get enough of this…" Senbonzakura moaned, sweat rolling down his body as he fucked her doggy-style. Concentrating once more, he gave her a Flashstep-speed fucking, his hips slamming into her ass at a speed that would break most women.

"Ohhhhhhhh!" Orihime moaned. Her tongue rolled out of her mouth and her face became that of a slut as the pleasure overwhelmed her mind. "Yes!" she screamed as Senbonzakura reached around and rubbed her clit, his sweaty chest pressing into her back as his free hand grabbed her swaying breast. Turning her head, Orihime kissed Senbonzakura in an awkward kiss before using what strength she had left to push herself up, the Human and zanpakuto fucking on their knees.

As Senbonzakura continued to fuck Orihime like a wild animal, his hands cupped her bouncing breasts. He could feel Orihime's hardened nipples under his fingertips which excited him. He smiled when he heard her cry out when he pinched them, pleased to see as Orihime began to bounce on his cock on her own, her hips moving on their own accord.

"Cumming!" Orihime screamed once more as she could no longer take the pleasure. Her hand went to her clit and rubbed it vigorously as she came around Senbonzakura's cock again, soaking his balls with her juices. This time the pleasure of a woman's pussy tightening was too much for the zanpakuto to bear and Senbonzakura threw his head back and cried out as he came together with Orihime, shooting his cum into her snatch. "Oooooooh!" Orihime moaned when she felt a hot rush fill her belly, her body feeling as hot as the hot springs next to them.

As their debauchery ended, Senbonzakura pulled out of Orihime before falling on his side, the girl following behind him. As his mind became clear of the fog that obscured his thoughts he suddenly realized what he had just done and felt the knife of shame pierce his heart. He knew that if Byakuya were here he'd be ashamed of his zanpakuto for giving into temptation with a girl who was just trying to find her friend. "Forgive me," he said as he gathered his clothes, shaking them to get the hot water out of them. "I should never have done that. I am ashamed."

"It's okay," Orihime said as she reached for her clothes, putting them on. "I should've said no but I didn't. I don't know why but…you looked like you wanted someone to hold."

Senbonzakura turned away. The girl had hit it right on the head; he did wish to hold her in his arms, a representation of Byakuya longing to hold his wife again. "Still, I gave into temptation and took you against your will." Before she could say anything he put his mask back on and held up her hand, silencing her. "I know you didn't say no but still, it was wrong of me. As such I am honor bound to make it right." He walked over to Orihime and put a hand on the side of her head. Senbonzakura glowed white as he transferred a portion of his powers over to her, a cherry blossom hairpin appearing in her hair. "Please accept this as my way of apologizing. And I feel like it is my duty to warn you against heading for your friends. Right now you're best needed in the World of the Living."

Orihime looked at the man with confusion. "The World of the Living? Why?"

"I cannot tell you everything but believe me when I say you will need to be there to help your friends. By now Muramasa is already heading there." Senbonzakura turned around and walked away. "Goodbye, Orihime Inoue. You really are a beautiful rose…."

Senbonzakura disappeared into a cloud of steam, his silhouette fading into the sheets of white. Orihime stood there before seeing a path that led up to a ladder that reached the entrance to the cave. Figuring that Senbonzakura had no reason to lie, Orihime decided to risk it and headed for the cave's exit, her destination the World of the Living.

To be Continued  
Next Chapter: Orihime Vs Zangetsu


	6. Orihime Vs Zangetsu

Final Chapter: Orihime Vs Zangetsu  
OrihimeXZangetsu(hollow)

 **A.N.: This is the final chapter of** _ **Orihime Vs Zanpakuto.**_ **  
Disclaimer: I don't own Bleach.  
Warning: Lemon!**

 _ **While Ichigo and Co. were fighting Muramasa and Koga….  
**_ **Karakura Woods**

Orihime dashed through the woods, glad to be back in her own world. She could feel Ichigo and the others fighting in the far distance and hurried along, eager to help her friends with her new powers. She wondered what she'd say to Ichigo when he asked her where her new accessories came from and blushed. ' _How…how do I tell him about what I've done?'_ She stopped near a large tree and looked at the ground saddened. "I don't…I don't want him to think I'm a whore…."

She looked up and saw explosions in the distance and steadied herself. "Hang on, Ichigo! I'm coming."

" _ **Ichigo, Ichigo, Ichigo…It's always about Ichigo with you, isn't it?**_ " came a voice from behind her. When Orihime spun around, her eyes widened in complete shock when she saw who was standing before her.

"Ich-Ichigo?"

" _ **Well you're partly right….**_ " In front of Orihime looked like a dark inversion of her crush. This Ichigo had bone-white skin and silver hair. The dark-Ichigo looked at Orihime with lecherous eyes of black and yellow, licking his lips with a blue tongue. He wore a _shihakusho_ but unlike Ichigo's it was white. On his back was Zangetsu wrapped in black wrappings. " _ **Heheheheheheh...**_ " the dark-Ichigo snickered as he began walking over to Orihime. " _ **I am a part of Ichigo. To be more precise, I'm his zanpakuto: Zangetsu.**_ "

Orihime blinked. She remembered how Ichigo once described his zanpakuto as an old man dressed in black. This didn't look anything like him. But then she remembered the hollow mask that Ichigo had acquired and came to the conclusion that this was the source of Ichigo's hollow power. "You're Ichigo's inner hollow!"

Grinning, Zangetsu cupped Orihime's chin and grinned. " _ **Correct. But enough about me…let's talk about you, my dear 'Hime…**_ " he snickered, leaning forward.

Orihime's eyes widened before she backed away. She didn't like the look in this creature's eyes. "Get away from me!" she shouted. "How are you even here?!"

Grinning from ear to ear, Zangetsu explained, " _ **It seems that someone's missed out on a lot of things while she was out flirting. Muramasa released the Old Man from Ichigo when they fought. Even though Ichigo defeated him and he returned to Ichigo, he still has the power to manifest whenever he wants. And because we exist as connected beings it means that I can manifest anytime I want as well.**_ "

Sweat was rolling down Orihime's face when his words sank in. "Flirt? What do you mean?"

Continuing to grin, Zangetsu leaned forward. " _ **I manifested myself way before you entered the Soul Society. This entire time I've been keeping watch over you. It was thrilling watching you fight all those zanpakuto.**_ " He reached for his zanpakuto and leered at the frightened teen. " _ **Now why don't we play a game?**_ "

"Game?" asked Orihime, scared.

" _ **Yes. Run little princess.**_ " He unsheathed his white Zangetsu and started to swing it like a flail. Orihime broke away from the tree and dashed away, ducking when she looked behind her to see the massive blade coming right at her. The blade chopped the thick tree next to her and brought it down. She heard Zangetsu laughing as he ran after her, his wicked weapon whirling over his head. " _ **This is so much fun!**_ " he laughed, hurling it at Orihime again.

"Santen Kesshun!" Orihime countered. When the sword bounced off the shield she held up her hand. "Reign over the Frosted Heavens!" An ice dragon shot out of her hand and attacked Zangetsu.

" _ **Hmph! You think a little snow and ice will stop me?**_ " Zangetsu taunted. Orihime was horrified when he raised his arms in a very familiar gesture. " _ **Getsuga Tensho!**_ " A blast of red and white destroyed the dragon and sent Orihime sprawling. When she sat up Zangetsu stood in front of her, his sword propped up on his shoulders and a chilling grin on his face. " _ **Is that the best you've got, my 'Hime?**_ "

Somehow, even though he looked like Ichigo, having a hollow call her "My 'Hime" was something she didn't want. She summoned her sprites and steeled her nerve once more. "Kenten Kōshun!"

" _ **Oh?**_ " Zangetsu raised an eyebrow when Orihime pointed her weapon at him. " _ **So the pretty princess has claws?**_ " His grin grew wider. " _ **Not bad.**_ " He charged at Orihime and made a vertical chop. Orihime blocked the hit and pushed him away with her blade's Rejection powers, stabbing at the inner hollow. Zangetsu blocked each stab with the flat of his sword, noting how sloppy Orihime's swordplay was. But he also noticed how her attacks, while amateurish, were getting stronger. On Orihime's back the red tattoo of Hozukimaru's dragon began to glow, her strength increasing every time her blade clashed against Zangetsu's.

Bladelocking with Orihime, Zangetsu simply grinned at Orihime's growing ferocity. " _ **So you can fight after all! I knew there was something that I liked about you!**_ "

Pushing him back, Orihime dispelled her sword and summoned Tsubaki. "Koten Zanshun!" she shouted, her eyes glowing red as the tattoo on her back filled completely. Tsubaki became a blurring red saw of death as he shot toward Zangetsu, intent on shredding him.

" _ **Not even close!**_ " Zangetsu shouted. His arms stretched out and he revved his spiritual pressure to its maximum. " _ **Ban…Kai!**_ "

Tsubaki sped toward the hollow as Zangetsu was surrounded by a whirl of energy. Even the enhanced might of Hozukimaru's power fueling him, Tsubaki was still beaten back by the white blade of Tensa Zangetsu. Standing tall, the hollow was wearing a white version of Ichigo's Bankai jacket, a white blade in his hand. But that wasn't the only surprise in store for Orihime….

The girl backed away slowly, fear growing in her heart when she saw the terrifying mask on Zangetsu's face. It didn't look anything like the mask Ichigo wore. It was black with white lines running down the eyes and had two pointy horns coming out of the sides. Zangetsu's hair was now longer, becoming a silver mane flowing down his back.

Out of desperation she reached for the hairpin she'd received from Senbonzakura. "Scatter!" The hairpin glowed white before exploding into a massive whirl of pink petals. When Orihime pointed her hand at Zangetsu the pink death-flurry swirled around Zangetsu, ready to cut him to pieces as befitting of Byakuya Kuchiki's power.

 _ **"Heh….**_ "

Orihime barely saw Zangetsu move. The hollow's arm was a blur and in moments the pink petals were beaten back. "What?!" She couldn't believe it. She knew Ichigo was fast but that was _too_ fast.

" _ **Please, 'Hime. Been there, done that. Did you forget that Ichigo beat Byakuya Kuchiki?**_ " Lowering his blade Zangetsu walked over to Orihime. The girl backed into a tree and couldn't help but cower from his masked gaze. She was gripped by fear and didn't know what to do. Ichigo and the others were too busy fighting Muramasa and probably didn't notice them fighting and she felt powerless before this dark version of Ichigo. Her eyes clenched shut and she flinched when Zangetsu reached for her.

For what seemed like an eternity Orihime waited for Zangetsu to grab, claw or slash at her but no such attack came. Cracking an eye open, Orihime saw Zangetsu just standing in front of her, his face a mystery behind his mask. "What...what do you want from me?"

Zangetsu was silent for a moment before stabbing his sword into the ground. " _ **Relax, 'Hime. I'm not going to hurt you.**_ "

Orihime looked at him confused. "Then why were you attacking me?"

" _ **For fun.**_ " Zangetsu pulled away his mask which crumbled to pieces. Orihime was surprised to see that behind the hollow's dark eyes was a look of sincerity. " _ **It was fun watching you fight. I find that you look cute when you're so serious. I was keeping an eye on you during all those fights.**_ "

"You were? Why?"

" _ **To make sure that none of those brainwashed zanpakuto hurt you. If you were in any real danger I'd have jumped in. And before you bring up that peacock fruitcake, I knew you were going to break free from his little trick.**_ "

Orihime stared at Zangetsu confused, all of the adrenaline in her dying down. "You were watching me the entire time? But why?"

Zangetsu's face was unreadable, his sliver hair blowing in the wind. " _ **Orihime, do you know what I am?**_ "

"You're…Ichigo's inner hollow?"

" _ **Yes. But I'm much more than that. I'm his inner desire. I looked after you to make sure you weren't killed. And,**_ " Zangetsu smiled sinfully at Orihime. " _ **I liked watching you have your way with those zanpakuto. It was hot.**_ "

Orihime blushed, realizing that Zangetsu was watching her have sex the entire time. Turning away, she stammered in front of the hollow. "I didn't have my way with them! Things just…happened…." She suddenly felt ashamed, remembering the times she had with the other zanpakuto.

Giving a tender smile, Zangetsu softly caressed her cheek. Orihime was surprised by how warm his hand was despite being Ichigo's darker half. " _ **It's alright. I don't think lesser of you for it and neither would Ichigo.**_ "

That got Orihime's attention. "Wait…you said you're Ichigo's inner desire…."

Zangetsu finished, " _ **Then the reason that I'm here, watching over you this entire time is because of my desire for you. My desires mirror Ichigo's. I want you just as much as he does.**_ "

Orihime almost teared up. ' _Ichigo actually desires me?'_ "Zangetsu…" Seeing the loving look in the hollow's eyes, Orihime leaned forward… ' _Well he_ _ **is**_ _Ichigo technically…._ '

Grinning from ear to ear, Zangetsu kissed Orihime with a light kiss, chuckling when Orihime deepened it. Breaking away from Orihime he reached for his sword that he'd stabbed into the ground. Orihime flinched when she saw him point it at her. _**"Hold still. It'll be quite messy if you throw off my aim.**_ "

Zangetsu's arm was a blur as he slashed at Orihime. The girl squeezed her eyes shut, expecting to feel the painful agony of being cut by a sword. And yet, she only felt the sharp wisps of wind that blew past her. When Orihime opened her eyes she looked down and saw that she was completely fine…

…And then her clothes fell from her body, having been shredded by the hollow's sneaky slicing. She looked at Zangetsu mortified, her hands covering her private parts only for her to gasp as Zangetsu started to undress. Despite her rationale telling her to look away she couldn't tear her eyes off Ichigo's doppelganger as he undressed, her eyes staring at his lower half with astonishment. ' _So…does that mean Ichigo's that big too?_ ' she wondered when she saw Zangetsu stroke himself.

The naked inner hollow dispelled his zanpakuto before walking over to Orihime and embracing her again, pushing her back against the tree. His arms wrapped around the naked girl while his blue tongue explored her mouth. Orihime closed her eyes as her breasts rubbed against Zangetsu's chest, her heart about to explode from excitement. This zanpakuto was a part of Ichigo and he looked like Ichigo. To her, it was like she was with the real Ichigo. Orihime moaned into Zangetsu's mouth as the hollow raked his nails up her back, making the girl coo as he broke the kiss, his hand sliding down her side to touch her down there.

Zangetsu kissed his way down the girl's front, pushing her back against the tree. As her back touched the rough bark she spread her legs as he reached her moist flowerpot. "Ohhhh!" moaned Orihime as the hollow licked her with his blue tongue. His fingers spread her pink lips and he stared into her hole. "Don't look!" she said, trying to cover herself when she saw his heated stare. "It's embarrassing!"

Chuckling, Zangetsu moved her hands away and began to eat her out. Orihime's moans filled the forest as Zangetsu's tongue lapped at her pink pussy as if her juices were his favorite treat. His hands gripped her thighs as he buried his face in her cunt, his nose pressing into her patch of orange hair. The sounds of his licking and slurping rang in Orihime's ears, mixing in with the moans escaping her lips. Her hands dug into Zangetsu's silver hair as his tongue licked her wet hole, her legs wobbling as she struggled to keep herself together. Her hazel eyes widened when Zangetsu plunged three fingers into her dripping hole. " _ **Heheheheh! Wow, you're tight!**_ " Zangetsu teased. " _ **My fingers feel like your pussy is gonna snap them off!**_ " he giggled before looking up.

Orihime's vision became blurry as Zangetsu finger-fucked her. Looking down, she saw the face of Ichigo smirking up at her and for a moment she mistook it for the real Ichigo. The thought of her crush doing something so naughty caused the coil inside her to snap. "Ah! I'm cumming! Zangetsu, I'm cumming!" she shouted before her hole gushed around Zangetsu's fingers.

The hollow pulled his fingers out of her hole and he stood up. He licked one of his fingers and purred at the taste of the teen's nectar. Pressing himself against her, he held up his dirtied hand to her face. " _ **Want a taste?**_ " Without even waiting for Orihime to answer, he guided his wet fingers to her mouth.

Tasting her own juices on Zangetsu's hand almost made Orihime climax again right there. This hollow had to be the most dirty and kinky person she'd ever met; he even put Chizuru to shame! "Ahhhh…" she moaned, sucking on his fingers as she trembled in his arms. Her hand went to his chest and fingered the hole at the center. As her fingers touched it, her mind began to fill with a dirty idea of her own.

Zangetsu was taken by surprise when Orihime took his fingers out of his mouth and leaned forward. A growl escaped him as Orihime kissed his cheek and worked her way down, kissing his jaw and neck lovingly. In response his hands roamed the orangette's beautiful body until they reached her breasts, squeezing her large melons in his rough hands. A cute squeak came from Orihime as he squeezed her tits but she was undeterred. Zangetsu wondered what the girl was playing at as she licked around the hole. His dark eyes closed as her warmth embraced him. " _ **Ohhh….**_ " Putting his hands on her shoulders, he pushed Orihime down onto her knees. His thick, long cock bobbed in front of the girls' face. " _ **Well now, since I made you feel good, you should return the favor…**_ " he said, putting his hands on her head. When Orihime opened her mouth he bucked his hips, sliding his cock into her awaiting orifice.

Orihime gagged as her mouth was stuffed with cock, her tongue flattened by his thick girth. ' _He's so big! Is Ichigo this big too?'_ she thought before wrapping her lips around the shaft. Her head bobbed back and forth as she took him deep, drowning herself in the hollow's musk as her nose pressed against his waist. Zangetsu, lost in his own desire, gripped Orihime's head tightly and started to thrust into her mouth, skullfucking the teen.

"Glllckk!" Orihime gagged as her mouth was filled with more cock. Her hands went to her pussy and she started to pleasure herself while Zangetsu fucked her mouth with abandon. Zangetsu stared down, seeing Orihime's hazel eyes stare up at him. The sight of such a sweet, innocent girl with his cock in her mouth was a huge turn-on for Zangetsu, who gripped her head harder and fucked her faster. Orihime thought she was going to pass out from lack of air as Zangetsu's cock was shoved down her throat, her chin touching his balls.

" _ **Fucking hell!**_ " Zangetsu grunted. " _ **You're too fucking tight around my cock!**_ " He could feel his balls tighten up and shoved his cock as far as he could down Orihime's throat. Orihime couldn't breathe as Zangetsu came, his cum shooting down her throat. Just when Orihime was about to choke on his cock he pulled out, shooting the last few strings of cum into her mouth. Orihime coughed up the cum before swallowing it, savoring the taste while wondering if Ichigo tasted anything like his hollow. She was snapped out of her daze when Zangetsu sat down next to her. His right hand went to his cock, stroking his slickened shaft back to full hardness while his left hand traveled over to her wet honeypot, fingering her. " _ **Do you want me?**_ " he asked softly, his face inches from hers.

All thoughts of her friends, the rogue zanpakuto and even Ichigo faded from her mind as Zangetsu touched her sensitive cunt. "Yes…" she whispered, reaching over and stroking Zangetsu.

With surprising gentleness, the Hollow reached over and lifted Orihime up onto his lap. She wrapped her arms around his shoulders as the white Ichigo lifted Orihime's hips up, bringing her down onto his cock. Orihime clung to Zangetsu as her walls were stretched wide by his cock, her tightness having not gone away despite her various partners. She sank down until she took every inch of him. "Ohhhh!" she gasped as she settled into his lap. "It's so big!" she groaned, the Hollow's size hurting her a little.

" _ **Shhhh…**_ " Zangetsu whispered into her ear, running a hand softly up her back. He leaned forward and kissed her neck, licking her soft skin while his free hand squeezed her ass. " _ **Just relax….**_ " Because he was the embodiment of Ichigo's desire and instinct, he didn't want to hurt Orihime. Like Ichigo, he cared too much about her.

Touched by the Hollow's sincerity, Orihime gradually relaxed around the cock inside her cunt. She returned his kisses and licking with her own, nibbling sensually on his shoulder while rolling her hips. Both of them moaned from her intimate action. Zangetsu held Orihime tighter against him, her breasts pushing against his hard chest. Once Orihime's breathing subsided, Zangetsu put his hands on Orihime's waist and started to bounce her up and down on his manhood. "Ah! Zangetsu! You're so big!" she moaned, holding onto Zangetsu as she bounced faster and faster.

Orihime's round ass jiggled each time she slid down on Zangetsu's cock. She instinctively leaned back, letting Zangetsu have the pleasure of watching her round breasts bounce like crazy in front of him. Unable to help himself, Zangetsu leaned forward and sucked on one of her pink nipples, biting down on it. Orihime groaned from the biting but she found pleasure starting to blossom in her chest. That dark, perverted part of her that wanted to please Zangetsu more coaxed her into rolling her hips, her eyes rolling into the back of her head. Zangetsu dug his fingers into the soft cheeks of Orihime's ass and bounced her faster while switching to her neglected nipple. His cock felt right at home inside Orihime's cunt, the Hollow secretly giddy at having beaten Ichigo to his crush.

But the Hollow wanted more. He had watched as Orihime had her way with the other zanpakuto and it turned him on to no end knowing that the sweet, innocent Orihime had seduced other, stronger men. He took his mouth of Orihime's nipple and stood up, taking Orihime with him. Orihime gasped as gravity came into play, sliding down his cock as her legs wrapped around his waist. Zangetsu leaned forward and kissed Orihime passionately while thrusting up into Orihime's wet honeypot, swallowing her moans all the while. Breaking the kiss, Zangetsu grinned from ear to ear. " _ **Hey, Orihime? How'd you like me to carry you to where your friends are like this? I bet it'd be fun…**_ " he teased.

"No!" Orihime gasped, unable to do anything while Ichigo's inner Hollow fucked her senseless. "I couldn't bear it if anyone saw me like this!"

" _ **Heheheheh…relax, 'Hime. I'm only teasing.**_ " His breath hit her ear as he increased the tempo of his thrusts, his white cock a blur as it speared Orihime. " _ **Right now I want you all to myself….**_ "

Orihime answered his teasing with another kiss, her eyes rolling into the back of her head again. Their intimate position was causing Zangetsu to slide so deep into Orihime he was rubbing her G-spot. "Oh god! So deep!" she cried out, the sound of his hips smacking her ass like thunder in her ears. "So good!" She could feel the pleasure pooling inside her again and knew that she was about to cum once more. "Zangetsu! I'm gonna cum!"

Zangetsu stared at her for a second and nodded. He turned her around and pressed her up against another tree, letting him fuck her as hard as she could. Orihime ignored the harsh bark at her back as Zangetsu continued to piston into her tight pussy. Sensing that his climax was close, Zangetsu decided to do something else.

While holding onto him, Orihime noticed how Zangetsu glowed black and red. She wondered if he was going to impart with her some of his spirit energy and would've asked had she been capable of anything except for moans. Zangetsu grinned from ear to ear as he kissed her again, grinding his body against hers as his balls tightened up. He wanted Orihime to cum as hard as she could but he also wanted her to look sinfully sexy as she did it. Taking his lips off Orihime's, Zangetsu let out a loud cry before releasing inside the girl.

Orihime could feel the Hollow's spirit energy enter her body as he came inside of her, his cum burning her womb as it flooded her. As his energy filled her, something happened that was quite unlike the other zanpakuto. Before she climaxed, she felt something that made her see absolute bliss before cumming.

In the middle of her chest was a hollow hole.

" _ **OHHHHHHHHH!**_ " Orihime moaned, her eyes black and yellow from Zangetsu's corruptive spirit energy. " _ **I'm cumming! ZANGETSU! ZANGETSUUUUU!"**_ Even as she cried out she gushed around his cock, showering his balls with her juices.

 __Watching Orihime's face erupt with sinful lust almost made Zangetsu cum again. He turned around and sat down again, Orihime continuing to cum and moan as he did it. He kissed her again, feeding her with a little more of his spirit energy as he finished cumming inside her.

" _ **Ohhhh…**_ " Orihime cooed as the heat inside her settled. The hole in her chest slowly closed and her eyes turned back to normal. " _ **That was amazing….**_ "

" _ **Yes…yes you are…**_ " Zangetsu said, caressing her cheek. He held her tighly while laying back against the tree, the two cuddling in the afterglow. He turned his head as he felt the spiritual pressures in the distance subside. " _ **Looks like your friends won.**_ "

"They did?" Orihime looked up with weary eyes. Her body felt like her bones had been swapped out for jello.

" _ **Don't worry. I doubt any of your friends noticed us. And don't worry about Ichigo,**_ " he kissed her forehead. " _ **This'll be our little secret. And don't worry about my spirit energy. It wasn't enough to hollowfy you. Here,**_ " he put his hands on the sides of her head and commanded the spirit energy he put in Orihime to form there. When he pulled his hands away Orihime was wearing a set of black crescent-moon earrings. " _ **For you, my 'Hime.**_ "

Orihime felt them and nodded. "Thank you…" she said before slumping forward, feeling sleepy.

Smirking, Zangetsu lifted her up in his arms . _ **"Here. I'll take you home so you don't have to walk around naked. Sleep, my 'Hime…**_ " he whispered, carrying her bridal style. " _ **When you wake up, you'll be at home safe and sound.**_ "

"Okay…" Orihime said, laying her head on his shoulder. "Zangetsu? Do you…do you think Ichigo will like me, even after all I've done?" she asked, the shadow of guilt still present in her mind.

Zangetsu kissed her forehead. " _ **I think he likes you no matter what. I know I do.**_ "

Nodding, Orihime fell asleep in the arms of Ichigo's inner hollow. The creature watched his friend sleep before carrying her to her apartment….

 _ **The next day….**_

Orihime rushed to the sound of a hollow's roar, clad in her zanpakuto accessories. To her surprise, she saw Ichigo standing over the disintegrating body of a hollow. "Ichigo!" she shouted.

The boy turned to see his friend Orihime run up to him. "Oh hey, Orihime." He gestured to the disintegrating hollow. "You didn't have to come here. I already killed it." He looked closer and saw that Orihime was wearing unusual accessories that didn't match her school uniform. Right now she had on her blue Hyorinmaru necklace, Ruri'iro Kujaku's bracelet, Senbonzakura's hairpin and his own Zangetsu's earrings. In the bag Orihime was carrying she carried Kazeshini's chain.

She'd tried to hide Hozukimaru's tattoo from Tatsuki but her classmates caught sight of it in gym class earlier that day. She'd given the excuse that it looked cool and she always wanted a tattoo, though Tatsuki could tell that there was much more to this story and told Orihime she'd be expecting a more thorough explanation later.

"Oh, I see…" Orihime muttered, clearly disappointed. She looked at Ichigo's transformed Zangetsu puzzled. "What happened to your zanpakuto?" she asked, noticing that not only was Zangetsu completely white, it had protrusions along its blade which was more curved and that its handle was green. On Ichigo's wrist was a black and yellow gauntlet. The whole thing much confused Orihime as she didn't think Zanpakuto's could change.

Ichigo scratched the back of his head embarrassingly. "It's a long story…" He shuddered for some reason, as if he could hear something she couldn't. Anyway, where've you been? You've been gone for a while. And what's with the weird jewelry?"

This time it was Orihime's turn to scratch the back of her head embarrassed.

"…It's a long story…."

The End


End file.
